Company registration number SC663976 (Scotland)
HAMCAP (DUNDEE) LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
PAGES FOR FILING WITH REGISTRAR
HAMCAP (DUNDEE) LTD
COMPANY INFORMATION
Directors
HAMCAP HYIF No4 LLP
Mr S Kelly
Mr J A Dunn
Company number
SC663976
Registered office
C/o HKIP LLP
Suite 10, Mercantile Buildings
53 Bothwell Street
Glasgow
United Kingdom
G2 6TS
Auditor
Azets Audit Services
Titanium 1
Kings Inch Place
Renfrew
United Kingdom
PA4 8WF
HAMCAP (DUNDEE) LTD
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Balance sheet
3
Statement of changes in equity
4
Notes to the financial statements
5 - 11
HAMCAP (DUNDEE) LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -
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.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
HAMCAP HYIF No4 LLP
Mr S Kelly
Mr J A Dunn
Auditor
The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually 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 auditor is aware of that information.
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
HAMCAP HYIF No4 LLP
Director
9 September 2024
HAMCAP (DUNDEE) LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
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.
HAMCAP (DUNDEE) LTD
BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 3 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investment property
4
5,357,199
5,794,902
Current assets
Debtors
5
129,304
141,599
Cash at bank and in hand
99,925
107,456
229,229
249,055
Creditors: amounts falling due within one year
6
(2,221,430)
(2,195,091)
Net current liabilities
(1,992,201)
(1,946,036)
Total assets less current liabilities
3,364,998
3,848,866
Creditors: amounts falling due after more than one year
7
(2,890,033)
(3,147,916)
Provisions for liabilities
9
(65,852)
Net assets
474,965
635,098
Capital and reserves
Called up share capital
10
1
1
Profit and loss reserves
474,964
635,097
Total equity
474,965
635,098
The directors of the company have elected not to include a copy of the profit and loss account 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 9 September 2024 and are signed on its behalf by:
HAMCAP HYIF No4 LLP
Director
Company Registration No. SC663976
HAMCAP (DUNDEE) LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2022
1
532,276
532,277
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
102,821
102,821
Balance at 31 December 2022
1
635,097
635,098
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
(160,133)
(160,133)
Balance at 31 December 2023
1
474,964
474,965
HAMCAP (DUNDEE) LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
1
Accounting policies
Company information
HAMCAP (Dundee) Ltd is a private company limited by shares incorporated in Scotland. The registered office is C/o HKIP LLP, Suite 10, Mercantile Buildings, 53 Bothwell Street, Glasgow, United Kingdom, G2 6TS.
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 investment properties at fair value. The principal accounting policies adopted are set out below.
1.2
Going concern
We have reviewed the current and future financial position of the company. trueSuch a review includes the examination of future cash flows, the liquidity position, the impact of financial covenants and interest rates.
The company's bank loan facilities are set to expire in October 2025. The directors anticipate entering into negotiations to extend current facilities or obtain new facilities closer to this time. No matters have been drawn to our attention that would indicate that current facilities could not be extended or new facilities obtained on acceptable terms. As such, we are confident that current facilities will be extended or new facilities obtained in the normal course of business.
Following our review, we have a reasonable expectation that the company will have adequate resources to continue in operational existence for the foreseeable future. As such, we continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover represents net invoiced rental income, adjusted for the release of lease incentives, excluding value added tax.
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.
1.5
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.
HAMCAP (DUNDEE) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 6 -
1.6
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet 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.
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, 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.
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.
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.
1.8
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.
HAMCAP (DUNDEE) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 7 -
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.
1.9
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.10
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
1.11
The cost of any lease incentives provided are recognised over the lease term, on a straight line basis as a reduction of rental income. The resulting asset is reflected as a receivable in the Balance Sheet. The valuation of investment properties is reduced by the total of the unamortised lease incentive balances. Any remaining lease incentive balances in respect of properties disposed of are included in the calculation of the profit or loss arising at disposal.
HAMCAP (DUNDEE) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
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.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Service charges
The members consider that the risks in relation to the provision of services are primarily borne by the company's tenants. Consequently, such income is not treated as revenue; rather it is offset against the costs to which it relates.
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 valuation of investment property is inherently subjective due to, among other factors, the individual nature of each property, its location and the expected future rental revenues from that particular property. As a result, the valuations the company places on its investment property are subject to a degree of uncertainty and are made on the basis of assumptions which may not prove to be accurate, particularly in periods of volatility or low transaction flow in the property market.
The fair value of investment property is appraised each year either by independent external valuers or on the basis of internal valuations. The best evidence of fair value are current prices in an active market for similar investment property. In the absence of such information, the members determine the amount within a range of reasonable fair value estimate taking into account such assumptions as the tenure and tenancy details, ground conditions, the structural condition, prevailing market yields and comparable market transactions.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Total
HAMCAP (DUNDEE) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 9 -
4
Investment property
2023
£
Fair value
At 1 January 2023
5,794,902
Revaluations
(437,703)
At 31 December 2023
5,357,199
Investment property was valued on a fair value basis by the directors on 31 December 2023.
If investment property had not been fair valued it would have been included at cost of £5.52m (2022 - £5.52m).
The valuation above is shown net of lease incentives which are included in other debtors and are being amortised over the life of the lease. The gross value of investment property is £5.37m (2022 - £5.82m).
5
Debtors
2023
2022
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
116,500
116,500
Other debtors
12,804
25,099
129,304
141,599
Included within Other debtors are lease incentives amounting to £12,802 (2022 - £25,098).
6
Creditors: amounts falling due within one year
2023
2022
£
£
Bank loans
288,808
260,184
Corporation tax
65,802
53,622
Other creditors
1,866,820
1,881,285
2,221,430
2,195,091
7
Creditors: amounts falling due after more than one year
2023
2022
£
£
Bank loans and overdrafts
1,644,639
1,902,522
Other creditors
1,245,394
1,245,394
2,890,033
3,147,916
HAMCAP (DUNDEE) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
8
Loans and overdrafts
2023
2022
£
£
Bank loans
1,933,447
2,162,706
Other loans
2,746,321
2,760,321
4,679,768
4,923,027
Payable within one year
1,789,735
1,775,111
Payable after one year
2,890,033
3,147,916
Bank loans are secured by standard security over the investment property, bond and floating charge granted over the whole assets and assignation of rental income.
9
Provisions for liabilities
2023
2022
£
£
Deferred tax liabilities
65,852
10
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1
1
1
1
11
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:
Alan Brown
Statutory Auditor:
Azets Audit Services
12
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Name of related party
Nature of relationship
Hamilton Portfolio Partnership LLP
Members in common
HKI Partnership LLP
Members in Common
KH V Lending 302 Limited
Investor
Hamcap HYIF No4 LLP
Parent
Hamcap (Hillington) Limited
Fellow subsidiary
HAMCAP (DUNDEE) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
12
Related party transactions
(Continued)
- 11 -
HKIP (Cigna House) Limited
Fellow subsidiary
Description of
Income
Payments
transaction
2023
2022
2023
2022
£
£
£
£
Hamilton Portfolio Partnership LLP
Management Fees
6,000
6,000
HKI Partnership LLP
Management Fees
40,233
40,233
KH V Lending 302 Limited
Interest Charge
125,784
122,774
Balances with related parties
Amounts owed by
Amounts owed to
related parties
related parties
2023
2022
2023
2022
£
£
£
£
Hamcap HYIF No4 LLP
66,500
66,500
1,500,927
1,514,927
HKIP (Cigna House) Limited
50,000
50,000
KH V Lending 302 Limited
1,518,986
1,519,202
13
Parent company
Hamcap (Dundee) Limited is under the control of Hamcap HYIF No4 LLP.
Hamcap HYIF No4 LLP is a joint venture between HCP High Yield No4 Limited and KH V Properties 109 Limited.
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