Company Registration Number 11075378 (England and Wales)
ROSEQUAKE DEVELOPMENT HOLDINGS LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023
PAGES FOR FILING WITH REGISTRAR
ROSEQUAKE DEVELOPMENT HOLDINGS LIMITED
CONTENTS
Page
Statement of financial position
1
Statement of changes in equity
2
Notes to the financial statements
3 - 7
ROSEQUAKE DEVELOPMENT HOLDINGS LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
30 NOVEMBER 2023
30 November 2023
- 1 -
2023
2022
Notes
£
£
£
£
Non-current assets
Investments
7
17,658,358
21,734,153
Current assets
Cash and cash equivalents
4
4
Current liabilities
9
(12,600)
(20,600)
Net current liabilities
(12,596)
(20,596)
Total assets less current liabilities
17,645,762
21,713,557
Equity
Called up share capital
10
36,217,024
36,217,024
Retained earnings
(18,571,262)
(14,503,467)
Total equity
17,645,762
21,713,557

For the financial year ended 30 November 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The director acknowledges his responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The member has not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved and signed by the director and authorised for issue on 23 August 2024
Mr David Sullivan
Director
Company Registration No. 11075378
ROSEQUAKE DEVELOPMENT HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 NOVEMBER 2023
- 2 -
Share capital
Retained earnings
Total
£
£
£
Balance at 1 December 2021
36,217,024
(387,539)
35,829,485
Year ended 30 November 2022:
Loss and total comprehensive income for the year
-
(14,115,928)
(14,115,928)
Balance at 30 November 2022
36,217,024
(14,503,467)
21,713,557
Year ended 30 November 2023:
Loss and total comprehensive income for the year
-
(4,067,795)
(4,067,795)
Balance at 30 November 2023
36,217,024
(18,571,262)
17,645,762
ROSEQUAKE DEVELOPMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023
- 3 -
1
Company information

Rosequake Development Holdings Limited is a private company limited by shares incorporated in England and Wales with registration number 11075378. The registered office is Ramillies House, 2 Ramillies Street, London, W1F 7LN.

2
Compliance with accounting standard

The accounts have been prepared in accordance with the provision of FRS102 including the disclosure requirements of section 1A for small entities. There were no material departures from the standard.

 

These financial statements have been prepared in accordance with FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" ("FRS102") and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS102 have been applied other than where additional disclosure is required to show a true and fair view.

 

Group accounts

 

The financial statements present information about the company as an individual undertaking and not about its group. The company has not prepared group accounts as it is exempt from the requirement to do so by section 9 of the FRS102 as it is the ultimate parent undertaking of Rosequake Development Holdings Limited Group, which qualifies as a small group under the Companies Act 2006.

 

 

3
Accounting policies
3.1
Accounting convention

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

3.2
Going concern

At the time of approving the financial statements, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

3.3
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognized immediately in profit or loss.

 

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

3.4
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

ROSEQUAKE DEVELOPMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2023
3
Accounting policies
(Continued)
- 4 -
Basic financial assets

Basic financial assets, which include trade and other receivables and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Trade receivables, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as 'loans and receivables'.  Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.
Basic financial liabilities

Basic financial liabilities, including trade and other payables, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

3.5
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

The tax expense represents the sum of tax currently payable and deferred tax. Deferred tax is provided at the rate expected to apply at the date that the timing differences reverse, based on the rates enacted or substantively enacted at the balance sheet date.

 

Deferred taxation is provided on the liability method to take account of timing differences between the treatment of certain items for accounts purposes and their treatment for tax purposes.

 

Tax deferred or accelerated is accounted for in respect of all material timing differences.

4
Employees

The average monthly number of persons (including directors) employed by the company during the year was 1 (2022 - 1).

ROSEQUAKE DEVELOPMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2023
- 5 -
5
Investment income
2023
2022
£
£
Investment income includes the following:
Income from shares in group undertakings
8,500
-
0
6
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2023
2022
£
£
In respect of:
Investments in subsidiaries
4,075,795
14,106,928
At the year end, inventories held by the subsidiary which comprises of land and building, stated at lower of cost or NRV have decreased by £994,363 (2022: £4,392,933).  The director has provided impairment on the investment in the subsidiary, amouting to £4,075,795 (2022:£14,106,928), based on the subsidiary`s net asset value at 30 November 2023.
7
Fixed asset investments
2023
2022
£
£
Investments
17,658,358
21,734,153
Movements in non-current investments
Shares in group undertakings
£
Cost or valuation
At 1 December 2022 & 30 November 2023
36,217,020
Impairment
At 1 December 2022
(14,482,867)
Impairment losses during the year
(4,075,795)
At 30 November 2023
(18,558,662)
Carrying amount
At 30 November 2023
17,658,358
At 30 November 2022
21,734,153
ROSEQUAKE DEVELOPMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2023
- 6 -
8
Subsidiaries

Details of the company's subsidiaries at 30 November 2023 are as follows:

Name of undertaking
Registered
Nature of business
Class of
% Held
office
shares held
Direct
Indirect
Conegate Developments Limited
England and Wales
Property development activities
Ordinary
100.00
-
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Profit/(Loss)
Capital and Reserves
£
£
Conegate Developments Limited
(4,067,295)
17,658,458
9
Current liabilities
2023
2022
£
£
Other payables
12,600
20,600
10
Called up share capital
2023
2022
£
£
Ordinary share capital
Issued and fully paid
17,246,200 Ordinary 'A' shares of 10p each
1,724,620
1,724,620
172,462,020 Ordinary 'B' shares of 10p each
17,246,202
17,246,202
172,462,020 Ordinary 'C' shares of 10p each
17,246,202
17,246,202
36,217,024
36,217,024

With effect from 10th December 2018, the A, B and C shares have the following rights to income and capital:

 

The A shares are entitled to income distributions and capital distributions and capital proceeds on a sale of A shares up to £4,292,830 in aggregate. The B shares are entitled to income distributions and capital distributions and capital proceeds on a sale of B shares up to £543,396 after the holders of A shares have received £4,292,830 in aggregate. The C shares are entitled to income distributions and capital distributions and capital proceeds on a sale of C shares, after the holder of A shares and B shares have received £4,836,226 in aggregate.

11
Parent Company

The company is under the control of its director, Mr. D. Sullivan by virtue of his shareholding.

ROSEQUAKE DEVELOPMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2023
- 7 -
12
Related party transactions

The company has taken advantage of the exemption in FRS 102.35 not to disclose related party transactions between Group members, where the subsidiaries are wholly owned by the parent.

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