Company Registration No. 01830742 (England and Wales)
BARROWFEN PROPERTIES LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
John Cumming Ross Limited
Chartered Certified Accountants
1st Floor, Kirkland House
11-15 Peterborough Road
Harrow
Middlesex
HA1 2AX
BARROWFEN PROPERTIES LIMITED
COMPANY INFORMATION
Directors
Mr S Patel
Mr P R Patel
Company number
01830742
Registered office
1st Floor, Kirkland House
11-15 Peterborough Road
Harrow
Middlesex
HA1 2AX
Auditor
John Cumming Ross Limited
Chartered Certified Accountants
1st Floor, Kirkland House
11-15 Peterborough Road
Harrow
Middlesex
HA1 2AX
BARROWFEN PROPERTIES LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 9
Profit and loss account
10
Balance sheet
11
Statement of changes in equity
12
Notes to the financial statements
13 - 21
BARROWFEN PROPERTIES LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -
The directors present the strategic report for the year ended 31 December 2023.
Fair review of the business
The principal activity of the company was that of property investment and development of properties.
The company owns a freehold land property in South West London. As of December 2022, the development of the freehold land and property was completed for residential and commercial letting. Tenants have moved into the residential buildings and commercial units are rented out to commercial businesses, and as a consequence the company has become financially profitable in the current financial year, after years of incurring significant development costs on the project.
The company will continue to invest in developing and improving the property and its integral assets, which is now overseen by a professional management company. The directors regard the investment as an integral part of its business portfolio in running a profitable and successful business, and considered it as strategic long term investment.
Financial instruments
The company’s principal financial instruments comprise of bank balances, bank borrowings, trade creditors and trade debtors. The main purpose of these instruments is to raise funds for and to finance the company’s operations. In respect of bank balances, the liquidity risk is managed by maintaining a balance between the continuity of funding and optimisation of interest of funds placed in deposit accounts. In addition major capital investments such as acquisition and redevelopment of sites is usually funded by bank lending secured on the relevant property, so as not to impinge on operational cashflow. The company manages the liquidity risk by ensuring there are sufficient funds to meet the payments. Trade creditors liquidity risk is managed by ensuring that sufficient funds are available to make the payments as and when they fall due. Cash flow are managed through credit processes to monitor the capital expenditure is adequately reflected in the additions to property investments.
Principal risks and uncertainties
Market Demand Risk
The commercial and residential letting market is associated with the underlying conditions in the economy, especially on rising wages, consumer spending and wider government economic policies. The outlook on the rental market remain strong, although government targets on reducing wages demand and consumer spending might affect the rental market.
Global Impact of emerging risks
The director believe it is too early to understand full the longer term impact of the brexit and war in Ukraine but the directors believe the compnay is well placed to weather any shorter term impacts of uncertainties.
The property sector highlights the risk inherent in a single sector property sector, therefore the company have strategies to continue development work for commercial and residential rental markets. The current strategy is to have growth in commercial and residential sector in city centres.
BARROWFEN PROPERTIES LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Key performance indicators
As the development work is in progress, directors considers the company's key indicators are fixed assets and net assets.
2023 2022
£ £
Fixed Assets 44,241,982 43,789,983
Net Assets 18,747,638 18,825,159 ( Restated)
Other information and explanations
Whilst the current market conditions in the rental sector are challenging, the directors are, however, optimistic that there will be continued and sustained growth in the company for the foreseeable future.
Future developments
The company continues to seek growth opportunities and further development opportunities.
The UK’s exit from the European Union at the end of the transitional period of 31 December 2020 has not yet had a significant impact on the supplies or taxation arrangements.
Directors' statement of duty to promote the success of the company
The directors have complied with the requirements of S172 of the Companies Act 2006. The duties are detailed in section 172 of the Companies Act 2006 are summarised as follows:
The directors of a company must act in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its shareholders as a whole, and in doing so have regard (amongst other matters) to
-the likely consequences of any decisions in the long term,
-the interests of the company's employees,
-the need to foster the company's business relationships with suppliers, customers and others,
-the impact of the company's operations on the community and environment,
-the desirability of the company maintaining a reputation for high standards of business conduct ,and
-the need to act fairly as between members of the company.
Employee practices
An equal opportunities statement and policies to ensure employees are treated with dignity, respect, and equality, regardless of gender, race, nationality, ethnic identity, national origin, religious beliefs, disability, age ,marital status, family circumstance, sexual orientation or trade union activity are embedded in the company’s operations manual which governs all aspects of operations including recruitment, training, promotion and discipline of staff.
The company has robust policies in place to safeguard diversity and is committed to equal opportunities for all and providing a workplace free from harassment and discrimination. The Company will select, recruit, employ and promote staff based on the abilities of the individual regardless of sex, age, race, disability, ethnic origin or religion.
Engagement with suppliers,customers and others
The company values the relationship it has with suppliers and customers (Tenants) and undertakes regular communications to comply the needs of the company and needs of suppliers or customers. Long term supplier contracts and tenants' leases are communicated by the company to develop a mutual and long term beneficial relationship.
The company operates and implements a safe and effective corporate social responsibility policy within the local community.
BARROWFEN PROPERTIES LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
Mr P R Patel
Director
4 September 2024
BARROWFEN PROPERTIES LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
The directors present their annual report and financial statements for the year ended 31 December 2023.
Principal activities
The principal activity of the company continued to be that of property investment and development of property into commercial and residential units.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr S Patel
Mr P R Patel
Auditor
A resolution proposing that John Cumming Ross Limited be reappointed as auditor of the company will be put at a General Meeting.
Statement of directors' responsibilities
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Statement of disclosure to auditor
(a) So far as the directors are aware, there is no relevant audit information of which the company's auditor are unaware and
(b) they have have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company's auditors are aware of that information.
BARROWFEN PROPERTIES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
On behalf of the board
Mr P R Patel
Director
4 September 2024
BARROWFEN PROPERTIES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BARROWFEN PROPERTIES LIMITED
- 6 -
Opinion
We have audited the financial statements of Barrowfen Properties Limited (the 'company') for the year ended 31 December 2023 which comprise the profit and loss account, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
The accompanying financial statements have been prepared based on the comfort that the group undertaking will continue to financially support the company which will allow the company to continue as a going concern as it focus on long term growth and profitability in an often highly volatile sector.
As discussed in note 1.2 to the financial statements, the company has profitability from operations for two years. The directors believe the group company, Aumkar Plantataions Sdn.Bhd will continue to support the company as described in note 1.2 of the notes to the financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
BARROWFEN PROPERTIES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BARROWFEN PROPERTIES LIMITED
- 7 -
The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report and the directors' report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
BARROWFEN PROPERTIES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BARROWFEN PROPERTIES LIMITED
- 8 -
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Discussions were held with the directors with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. The outcome of these discussions and enquiries were shared with the engagement team, as well as consideration as to where and how fraud may occur in the entity.
The following laws and regulations were identified as being of significance to the entity:
The laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation, and distributable profits legislation.
Those laws and regulations considered to have a direct effect on the day to day operations of the company include General Data Protection Regulation (GDPR)
It is considered that there are no laws and regulations for which non-compliance may be fundamental to the operating aspects of the business.
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims;inspection of relevant legal correspondence; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the year end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud may be inherently more difficult to detect than irregularities that result from error. There is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with the ISAs (UK).
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
BARROWFEN PROPERTIES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BARROWFEN PROPERTIES LIMITED
- 9 -
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members , as a body, for our audit work, for this report, or for the opinions we have formed.
Balvantkumar B Patel (Senior Statutory Auditor)
For and on behalf of John Cumming Ross Limited
Chartered Certified Accountants and Statutory Auditors
1st Floor, Kirkland House
11-15 Peterborough Road
Harrow
Middlesex
HA1 2AX
5 September 2024
BARROWFEN PROPERTIES LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
2023
2022
as restated
Notes
£
£
Administrative expenses
(995,606)
(793,131)
Other operating income
3,118,485
3,080,253
Operating profit
3
2,122,879
2,287,122
Interest receivable and similar income
5
107,822
22,244
Interest payable and similar expenses
6
(1,703,413)
(1,376,111)
Profit before taxation
527,288
933,255
Tax on profit
7
(164,045)
363,090
Profit for the financial year
363,243
1,296,345
The profit and loss account has been prepared on the basis that all operations are continuing operations.
BARROWFEN PROPERTIES LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 11 -
2023
2022
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
8
130,699
26,960,386
Investment properties
9
44,111,282
16,829,597
44,241,981
43,789,983
Current assets
Debtors
10
4,465,756
2,421,579
Cash at bank and in hand
922,910
512,254
5,388,666
2,933,833
Creditors: amounts falling due within one year
11
(4,616,159)
(25,405,246)
Net current assets/(liabilities)
772,507
(22,471,413)
Total assets less current liabilities
45,014,488
21,318,570
Creditors: amounts falling due after more than one year
12
(23,300,000)
Provisions for liabilities
Deferred tax liability
14
2,966,850
2,493,411
(2,966,850)
(2,493,411)
Net assets
18,747,638
18,825,159
Capital and reserves
Called up share capital
15
3,103,950
3,103,950
Share premium account
16
8,826,567
8,826,567
Capital redemption reserve
18
37,500
37,500
Other reserves
17
10,612,516
11,053,280
Profit and loss reserves
19
(3,832,895)
(4,196,138)
Total equity
18,747,638
18,825,159
The financial statements were approved by the board of directors and authorised for issue on 4 September 2024 and are signed on its behalf by:
Mr P R Patel
Director
Company Registration No. 01830742
BARROWFEN PROPERTIES LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
Share capital
Share premium account
Capital redemption reserve
Other reserves
Profit and loss reserves
Total
£
£
£
£
£
£
Balance at 1 January 2022
3,103,950
8,826,567
37,500
5,268,820
(5,492,483)
11,744,354
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
-
-
-
1,296,345
1,296,345
Other movements
-
-
5,784,460
-
5,784,460
Balance at 31 December 2022
3,103,950
8,826,567
37,500
11,053,280
(4,196,138)
18,825,159
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
-
-
-
363,243
363,243
Other movements
-
-
(440,764)
-
(440,764)
Balance at 31 December 2023
3,103,950
8,826,567
37,500
10,612,516
(3,832,895)
18,747,638
BARROWFEN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
1
Accounting policies
Company information
Barrowfen Properties Limited is a private company limited by shares incorporated in England and Wales. The registered office is 1st Floor, Kirkland House, 11-15 Peterborough Road, Harrow, Middlesex, HA1 2AX.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;
Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ – Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’ – Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Asian Agri Investments Ltd. The consolidated financial statements are available from its registered office at Lot 1, 2nd Floor, Wisma Siamloh,Jalan Kemajuan 87007,Fedreal Territory of Labuan Malaysia.
1.2
Going concern
The financial statements are prepared on the going concern basis as Aumkar Plantations Sdn Bhd a group undertaking, has agreed to provide financial support to the company such that it can continue to trade and meet its liabilities as and when they fall due. This support will continue for a period of at least 12 months from the date of approval of these financial statements.
The company has profitability from operations for last two years. The development work was financed by capital provided by its group company and a loan from the bank.
The rental market, however, remain competitive and hinges on the macro environment, the state of the economy, and lasting effects on the Ukraine conflict.
BARROWFEN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
1.3
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Fixtures, fittings and equipment
10% Straight line basis
Assets in the course of construction are not depreciated.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.4
Investment properties
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. The surplus or deficit on revaluation is recognised in the profit and loss account.
1.5
Financial instruments
The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from bank and other third parties.
Financial liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors 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.
Basic financial liabilities
Basic financial liabilities, including trade and other creditors, loans from third parties and loans from related parties, are initially recognised at transaction price, unless the arrangement constitutes a financing transactions, where the debt instruments is measured at the present value of the future payments discounted at market rate of interest. Such instruments are subsequently carried at amortised cost using the effective interest method, less any impairment.
BARROWFEN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -
1.6
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 profit and loss account 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
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.7
Leases
Rentals payable under operating leases are charged against income on a straight line basis over the lease term.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
3
Operating profit
2023
2022
Operating profit for the year is stated after charging:
£
£
Depreciation of owned tangible fixed assets
14,038
7,204
BARROWFEN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
4
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Administration
2
2
5
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
10,742
3,602
Other interest income
97,080
18,642
Total income
107,822
22,244
6
Interest payable and similar expenses
2023
2022
£
£
Interest on bank overdrafts and loans
1,491,968
1,044,106
Other interest on financial liabilities
189,604
319,407
Other interest
21,841
12,598
1,703,413
1,376,111
BARROWFEN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 17 -
7
Taxation
2023
2022
£
£
Deferred tax
Origination and reversal of timing differences
164,045
(363,090)
The actual charge/(credit) for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2023
2022
£
£
Profit before taxation
527,288
933,255
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2022: 25%)
131,822
233,314
Tax effect of expenses that are not deductible in determining taxable profit
6,335
Permanent capital allowances in excess of depreciation
(3,960)
Depreciation on assets not qualifying for tax allowances
3,509
7,204
Deferred tax on losses
(609,943)
Deferred tax liability on excess Net book value
32,674
Taxation charge/(credit) for the year
164,045
(363,090)
8
Tangible fixed assets
Assets under construction
Fixtures, fittings and equipment
Total
£
£
£
Cost
At 1 January 2023
26,831,494
136,096
26,967,590
Additions-cost of development
450,191
15,845
466,036
Transfers -Investment property
(27,281,685)
(27,281,685)
At 31 December 2023
151,941
151,941
Depreciation and impairment
At 1 January 2023
7,204
7,204
Depreciation charged in the year
14,038
14,038
At 31 December 2023
21,242
21,242
Carrying amount
At 31 December 2023
130,699
130,699
At 31 December 2022
26,831,494
128,892
26,960,386
Included within cost of construction is capitalised interest of £693,987 (2022: £693,987)
BARROWFEN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
8
Tangible fixed assets
(Continued)
- 18 -
The company incurred infrastructure levy expenses of £450,191 for a new development at 180-214 Upper Tooting Road London. The building development work was completed as at 31 December 2022 and cost of development incurred during the year under construction was included as building cost and reclassified to investment property.
9
Investment property
2023
£
Fair value
At 1 January 2023
16,829,597
Transfers from asset under construction
27,281,685
At 31 December 2023
44,111,282
In the opinion of the directors, the fair value of the investment property has been arrived on the basis of a valuation carried out at 31 December 2023 by the directors. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties.
10
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
375,006
198,011
Other debtors
2,862,376
915,270
Prepayments and accrued income
102,423
50,977
3,339,805
1,164,258
Deferred tax asset (note 14)
1,125,951
1,257,321
4,465,756
2,421,579
11
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Bank loans
21,246,209
Trade creditors
363,354
749,414
Other creditors
3,912,037
3,404,223
Accruals and deferred income
340,768
5,400
4,616,159
25,405,246
Loans from Barclays bank are secured by way of floating and fixed charge over the assets of the company. The development facility interest is chargeable at 3.6% plus Libor rate . The development facility was repaid on 14 Febraury 2023..
BARROWFEN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 19 -
12
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Bank loans and overdrafts
23,300,000
Bank loans are secured by way of floating and fixed charge over the assets of the company.
13
Provisions for liabilities
2023
2022
£
£
Deferred tax liabilities
14
2,966,850
2,493,411
14
Deferred taxation
( Restated fo ther year ended 31 December 2022)
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
Assets
Assets
2023
2022
2023
2022
Balances:
£
£
£
£
Accelerated capital allowances
32,675
-
-
-
Tax losses
-
-
1,125,951
1,257,321
Investment property-fair value adjustment
2,934,175
2,493,411
-
-
2,966,850
2,493,411
1,125,951
1,257,321
2023
Movements in the year:
£
Liability at 1 January 2023
1,236,090
Charge to profit or loss
164,045
Other-Other reserve
440,764
Liability at 31 December 2023
1,840,899
The deferred tax liabilities and assets were recalculated on transfer of asset under construction to investment property. The restated assets and liabilities for the year ended 31 December 2022 reflect the fair value of the assets and liabilities of the financial statements.
BARROWFEN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 20 -
15
Share capital
31 December
31 March
2023
2022
£
£
Ordinary share capital
Issued and fully paid
3,013,950 Ordinary shares of £1 each
3,103,950
3,103,950
3,103,950
3,103,950
16
Share premium account
2023
2022
£
£
At the beginning of the year
8,826,567
8,826,567
At the beginning and end of the year
8,826,567
8,826,567
17
Other reserves-Non Distributable
£
Balance at 1 January 2022
5,268,820
Other movements
5,784,460
Balance at 31 December 2022
11,053,280
Other movements-Deferred tax
(440,764)
Balance at 31 December 2023
10,612,516
18
Capital redemption reserve
2023
2022
£
£
At the beginning and end of the year
37,500
37,500
BARROWFEN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 21 -
19
Profit and loss reserves
2023
2022
as restated
£
£
At the beginning of the year
( Based on previous financial statements)
6,612,252
(5,492,483)
Prior year adjustment- Deferred tax calculation adjustments
(10,808,390)
At the beginning of the year
(4,196,138)
(5,492,483)
Profit for the year
363,243
1,296,345
At the end of the year
(3,832,895)
(4,196,138)
20
Related party transactions
Asian Agri Investment Limited,a parent undertaking in which Mr Prashant Patel is a director provided a letter of credit to Barclays bank for a contingent liability of £1,000,000 and charged a fee of 1.75% per annum for the period from 20 October 2019 to 14 February 2023.
At balance sheet date £298,770 (31 December 2022: £248,770) due to Mr Parshant Patel, the director of the company.
At the year end, an amount of £2,744,042 (2022: £845,724) is due from Atlip House Limited, companies with common directors. Interest is charged at a rate of Sonia + 4% on the loan. During the year, interest charges payable £95,453 as the loan was agreed on 31 December 2022.
The bank loan (Development facility) from Barclays Bank is guaranteed £12,500,000 by Atlip House Limited, a subsidiary company of Asian Agri Investments Ltd. A collateral fee of 1.75% charged for the period from 20 December 2019 to 14 February 2023.
21
Ultimate controlling party
The company's parent undertaking at balance sheet date was Asian Agri Investments Limited, a company registered in Labuan,Malaysia.
2023-12-312023-01-01falseCCH SoftwareCCH Accounts Production 2024.200Mr S PatelMr P R Patelfalsefalse018307422023-01-012023-12-3101830742bus:Director12023-01-012023-12-3101830742bus:Director22023-01-012023-12-3101830742bus:RegisteredOffice2023-01-012023-12-31018307422023-12-31018307422022-01-012022-12-3101830742core:RetainedEarningsAccumulatedLosses2022-01-012022-12-3101830742core:RetainedEarningsAccumulatedLosses2023-01-012023-12-31018307422022-12-3101830742core:ConstructionInProgressAssetsUnderConstruction2023-12-3101830742core:FurnitureFittings2023-12-3101830742core:ConstructionInProgressAssetsUnderConstruction2022-12-3101830742core:FurnitureFittings2022-12-3101830742core:CurrentFinancialInstrumentscore:WithinOneYear2023-12-3101830742core:CurrentFinancialInstrumentscore:WithinOneYear2022-12-3101830742core:Non-currentFinancialInstrumentscore:AfterOneYear2023-12-3101830742core:Non-currentFinancialInstrumentscore:AfterOneYear2022-12-3101830742core:CurrentFinancialInstruments2023-12-3101830742core:CurrentFinancialInstruments2022-12-3101830742core:ShareCapital2023-12-3101830742core:ShareCapital2022-12-3101830742core:SharePremium2023-12-3101830742core:SharePremium2022-12-3101830742core:CapitalRedemptionReserve2023-12-3101830742core:CapitalRedemptionReserve2022-12-3101830742core:OtherMiscellaneousReserve2023-12-3101830742core:OtherMiscellaneousReserve2022-12-3101830742core:RetainedEarningsAccumulatedLosses2023-12-3101830742core:RetainedEarningsAccumulatedLosses2022-12-3101830742core:ShareCapital2021-12-3101830742core:SharePremium2021-12-3101830742core:CapitalRedemptionReserve2021-12-3101830742core:OtherMiscellaneousReserve2021-12-3101830742core:RetainedEarningsAccumulatedLosses2021-12-31018307422021-12-3101830742core:ShareCapitalOrdinaryShares2023-12-3101830742core:ShareCapitalOrdinaryShares2022-12-3101830742core:RetainedEarningsAccumulatedLossescore:PriorPeriodIncreaseDecrease2022-12-3101830742core:RetainedEarningsAccumulatedLossescore:PriorPeriodIncreaseDecrease2021-12-3101830742core:SharePremium12022-01-012022-12-3101830742core:SharePremium22023-01-012023-12-3101830742core:FurnitureFittings2023-01-012023-12-3101830742core:ConstructionInProgressAssetsUnderConstruction2023-01-012023-12-310183074212023-01-012023-12-310183074212022-01-012022-12-3101830742core:UKTax2023-01-012023-12-310183074222023-01-012023-12-310183074232023-01-012023-12-310183074222022-01-012022-12-3101830742core:ConstructionInProgressAssetsUnderConstruction2022-12-3101830742core:FurnitureFittings2022-12-31018307422022-12-3101830742core:Non-currentFinancialInstruments2023-12-3101830742core:Non-currentFinancialInstruments2022-12-3101830742bus:OrdinaryShareClass12023-12-3101830742bus:OrdinaryShareClass12023-01-012023-12-3101830742bus:PrivateLimitedCompanyLtd2023-01-012023-12-3101830742bus:FRS1022023-01-012023-12-3101830742bus:Audited2023-01-012023-12-3101830742bus:FullAccounts2023-01-012023-12-31xbrli:purexbrli:sharesiso4217:GBP