Company registration number 13245283 (England and Wales)
AIREF PICCADILLY PROPCO LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
PAGES FOR FILING WITH REGISTRAR
AIREF PICCADILLY PROPCO LIMITED
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 7
AIREF PICCADILLY PROPCO LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2023
31 December 2023
- 1 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investment property
4
57,170,000
53,983,899
Current assets
Debtors
5
424,467
470,681
Cash at bank and in hand
663,856
1,492,331
1,088,323
1,963,012
Creditors: amounts falling due within one year
6
(1,704,151)
(2,321,557)
Net current liabilities
(615,828)
(358,545)
Total assets less current liabilities
56,554,172
53,625,354
Creditors: amounts falling due after more than one year
7
(35,559,144)
(35,539,280)
Net assets
20,995,028
18,086,074
Capital and reserves
Called up share capital
8
23,422,149
21,195,399
Other reserves
9
(164,229)
(2,091,942)
Profit and loss reserves
9
(2,262,892)
(1,017,383)
Total equity
20,995,028
18,086,074

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

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 by the board of directors and authorised for issue on 10 September 2024 and are signed on its behalf by:
A Abbas
Director
Company registration number 13245283 (England and Wales)
AIREF PICCADILLY PROPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
1
Accounting policies
Company information

AIREF Piccadilly Propco Limited is a private company limited by shares incorporated in England and Wales. The registered office is 1 Red Place, Mayfair, London, W1K 6PL.

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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 £.

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.

1.2
Going concern

The directors have reviewed the company's business projections and cashflow forecasts for the forthcoming 12 months. The company also has a long-term business plan which shows that it is able to service or repay its debt facilities whilst continuing to comply with lenders’ covenants.true

 

The company also has a signed letter of support from its parent, Art-Invest Real Estate Funds GmbH, acting for the account of the open-ended special AIF, AIREF HAEK-Funds, will provide financial support and that it will not seek repayment of the loan balance, including interest payments, due from the company if to do so means the company will not be able to settle all its external liabilities as and when they fall due.

 

On this basis, at the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future, being a period of at least twelve months from the date of approval of the financial statements. For this reason, it continues to adopt the going concern basis in the financial statements.

1.3
Turnover

Turnover represents revenue recognised by the company in respect of rents receivable net of VAT.

 

Turnover is recognised at the fair value of the rents received or receivable based on the rent agreements and to the extent that it is probable that the economic benefits will flow to the company and it can be reliably measured.

1.4
Investment property

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. Changes in fair value are recognised in profit or loss.

The fair value is determined by the directors with the benefit of professional external valuers and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any differences in the nature or location of the specified asset.

1.5
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

AIREF PICCADILLY PROPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 3 -
1.6
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and 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.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group , 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.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors 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 creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.7
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

AIREF PICCADILLY PROPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
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.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Fair value of investment property

The cost of investment property requires management judgement to capture identifiable costs that are directly attributable to the purchase of the property which should be added to the cost of the property and to identify costs that should be charged to the Statement of Comprehensive Income.

 

The fair value of investment property requires management to estimate the price at which the property could be exchanged between knowledgeable, willing parties in an arm's length transaction. The estimated selling price is reviewed by management with reference to independent external valuation where appropriate.

3
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2023
2022
Number
Number
Total
3
3
4
Investment property
2023
£
Fair value
At 1 January 2023
53,983,898
Additions
1,258,389
Revaluations
1,927,713
At 31 December 2023
57,170,000

The fair value of investment properties at the reporting date was based on a valuation carried out in March 2024 by an external independent valuer selected by the directors based upon their knowledge and independence. The valuation was arrived at by reference to market evidence of transaction prices for similar properties in its location, together with a review of property rental yields. No depreciation is provided in respect of these properties.

AIREF PICCADILLY PROPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
4
Investment property
(Continued)
- 5 -
If investment properties were stated on an historical cost basis rather than a fair value basis, the amounts would have been included as follows:
2023
2022
£
£
Cost
57,334,229
56,075,841
Accumulated depreciation
-
-
Carrying amount
57,334,229
56,075,841
5
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
118,214
284,917
Amounts owed by group undertakings
-
0
160,479
Other debtors
306,253
25,285
424,467
470,681

Trade debtors disclosed above are measured at amortised cost.

Trade debtors are stated after provisions for impairment of £14,859 (2022: £nil).

 

Included within amounts owed by group undertakings are loan balances that are unsecured, interest free, have no fixed date of repayment and are repayable on demand.

6
Creditors: amounts falling due within one year
2023
2022
£
£
Other borrowings
454,187
419,703
Trade creditors
640,971
1,172,422
Amounts owed to group undertakings
113,621
-
0
Taxation and social security
-
0
205,765
Other creditors
107,616
207,166
Accruals and deferred income
387,756
316,501
1,704,151
2,321,557

Included within amounts owed to group undertakings are loan balances that are unsecured, interest free, have no fixed date of repayment and are repayable on demand.

AIREF PICCADILLY PROPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
7
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Bank loans and overdrafts
26,475,403
26,455,539
Other borrowings
9,083,741
9,083,741
35,559,144
35,539,280

Bank loans consist of a principal £26,500,000 (2022: £26,500,000) facility in place, which is repayable on 26 March 2025. On 23 March 2021, AIREF Piccadilly Propco Limited entered into a loan agreement with Bayerische Landesbank in order to facilitate the purchase of Sackville House, 39-40 Piccadilly, London, W1J 0DR. The loan is secured against the assets of the fund. The full amount was drawn down on 26 March 2021 and incurs interest at 2.753%per annum on the drawn-down amount. No capital repayments are to be made until the final repayment date.

 

The bank loan is accounted for at amortised cost and the outstanding amount is £26,475,486 (2022: £26,455,539 ).

 

The aggregate secured liability is £26,475,403 (2022: £26,455,539).

 

Shareholder loans, consist of a principal sum of £9,083,741 (2022: £9,083,741) which represents the amount due to the company's shareholder Art-Invest Real Estate Funds GmbH acting for the account of the open-ended special Authorised Investment Fund AIF “AIREF HAEK-Funds". Interest is charged at 5% per annum. No amount of the loan is expected to be repaid in the 12 months following the signing date of the financial statements.

 

The outstanding amount payable to Art-Invest Real Estate Funds GmbH as at 31 December 2023 was £9,537,928 (2022: £9,503,443) being made up of the principal amount and interest accrued to date.

8
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
23,422,149
21,195,399
23,422,149
21,195,399

There is a single class of ordinary shares. There are no restrictions on the distribution of dividends and repayment of capital.

On 2 February 2023, the company issued 1,116,000 Ordinary Shares of £1 each at par.

 

On 21 November 2023, the company issued 1,110,750 Ordinary Shares of £1 each at par.

9
Reserves
Other reserves

Other reserves relate to non-distributable reserves arising from revaluation of investment property and fair value movement on listed investments less deferred tax.

Profit and loss reserves

Retained earnings represents accumulated comprehensive income for the year and prior periods less dividends paid.

AIREF PICCADILLY PROPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -
10
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

Senior Statutory Auditor:
Bashir Khan ACCA
Statutory Auditor:
Gravita II LLP
Date of audit report:
11 September 2024
11
Related party transactions

The company has taken advantage of the exemption in FRS 102 1AC.35 that transactions entered into between members of a group do not need to be disclosed as all relevant subsidiaries are wholly owned.

12
Parent company

The results of the company is not consolidated into the accounts of any parent undertakings.

 

The immediate parent undertaking is Art-Invest Real Estate Funds GmbH & Co. KG, a company registered in Germany.

 

The ultimate parent undertaking is Deutsche Immobilien Holding Aktiengesellschaft, a company registered in Germany. Its registered office is Nordenhamer Str. 180, 27751 Delmenhorst, Germany, from which copies of the its financial statements can be obtained.

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