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Registered number: OC445037












YARNTON PROPERTY HOLDINGS LLP
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

 

YARNTON PROPERTY HOLDINGS LLP

CONTENTS



Page
Information
 
1
Statement of financial position
 
2 - 3
Reconciliation of members' interests
 
4
Notes to the financial statements
 
5 - 11


 

YARNTON PROPERTY HOLDINGS LLP

INFORMATION



Designated members
Newcore Strategic Situations III GP Limited
Yarnton (Holdings) LLP


LLP registered number
OC445037

Registered office
First Floor
50 Marshall Street
London
W1F 9BQ

Independent auditor
Blick Rothenberg Audit LLP
Chartered Accountants & Statutory Auditor
16 Great Queen Street
Covent Garden
London
WC2B 5AH

Page 1


 
REGISTERED NUMBER:OC445037
YARNTON PROPERTY HOLDINGS LLP

STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2024

2024
Note
£

Fixed assets
  

Investment property
 5 
12,965,931

Current assets
  

Debtors: amounts falling due within one year
 6 
8,983

Cash at bank and in hand
  
141,178

  
150,161

Creditors: amounts falling due within one year
 7 
(120,543)

Net current assets
  
 
 
29,618

Total assets less current liabilities
  
12,995,549

Creditors: amounts falling due after more than one year
 8 
(4,774,064)

  
8,221,485

  

Net assets
  
8,221,485


Represented by:
  

Loans and other debts due to members within one year
  

Other amounts
 10 
8,221,484

Members' other interests
  

Members' capital classified as equity
  
1

  
8,221,485


Total members' interests
  

Loans and other debts due to members
  
8,221,484

Members' other interests
  
1

  
8,221,485


Page 2


 
REGISTERED NUMBER:OC445037
YARNTON PROPERTY HOLDINGS LLP
    
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 MARCH 2024

The financial statements have been prepared in accordance with the provisions applicable to entities subject to the small LLPs regime.

The financial statements have been delivered in accordance with the provisions applicable to LLPs subject to the small LLPs regime.

The entity has opted not to file the profit and loss account in accordance with the provisions applicable to entities subject to the small LLPs regime.

The financial statements were approved and authorised for issue by the members and were signed on their behalf by: 




H W J Llewelyn (for and on behalf of)
Newcore Strategic Situations III GP Limited
Designated member

Date: 13 September 2024

The notes on pages 5 to 11 form part of these financial statements.

Yarnton Property Holdings LLP has no equity and, in accordance with the provisions contained within the Statement of Recommended Practice "Accounting by Limited Liability Partnerships", has not presented a Statement of Changes in Equity.

Page 3

 

YARNTON PROPERTY HOLDINGS LLP

RECONCILIATION OF MEMBERS' INTERESTS
FOR THE PERIOD ENDED 31 MARCH 2024









Members' capital (classified as equity)
Other reserves
Total
Loans and other debts due to members less any amounts due from members in debtors
Total members' interests

£
£
£
£
£

Balance at 13 December 2022
-
-
-
-
-

At Incorporation
-
-
-
-
-

Loss for the period available for discretionary division among members
 
-
(1,438,784)
(1,438,784)
-
(1,438,784)

Members' interests after loss for the period
-
(1,438,784)
(1,438,784)
-
(1,438,784)

Other division of losses
-
1,438,784
1,438,784
(1,438,784)
-

Amounts introduced by members
1
-
1
9,660,268
9,660,269

Amounts due to members
8,221,484

Balance at 31 March 2024 
1
-
1
8,221,484
8,221,485

There are no existing restrictions or limitations which impact the ability of the members of the LLP to reduce the amount of members' other interests.

Page 4

 

YARNTON PROPERTY HOLDINGS LLP

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

1.


General information

Yarnton Property Holdings LLP is a limited liability partnership registered in England and Wales. The LLP's registered office is First Floor, 50 Marshall Street, London, W1F 9BQ.
These financial statements have been prepared for a 16-month period from its incorporation on 14 December 2022 to 31 March 2024 in order to align its year end with other group entities.
The financial statements are presented in Sterling (£).

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the LLP's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Going concern

After making enquiries, the members have a reasonable expectation that the LLP has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

  
2.3

Revenue

Revenue comprises rental income, service charges and other recoveries from tenants of the company’s investment properties. Rental income is recognised on an accruals basis in the period in which it is earned, in accordance with the terms of the lease.

 
2.4

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.5

Borrowing costs

All borrowing costs are recognised in profit or loss in the period in which they are incurred.

Page 5

 

YARNTON PROPERTY HOLDINGS LLP

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.6

Division and distribution of profits

A division of profits is the mechanism by which the profits of an LLP become a debt due to members. A division may be automatic or discretionary, may relate to some or all of the profits for a financial period and may take place during or after the end of a financial period.

An automatic division of profits is one where the LLP does not have an unconditional right to avoid making a division of an amount of profits based on the members' agreement in force at the time, whereas a discretionary division of profits requires a decision to be made by the LLP, which it has the unconditional right to avoid making.

The LLP divides profits discretionarily. Discretionary divisions of profits are recognised as amounts due to members, although may be used to offset amounts which have been drawn by members, which are recognised as loan assets repayable.

In the event of the LLP making losses, the loss shall be debited to the members' current accounts pro rata to their Partnership shares but shall not be debited to the member's current account to the extent that such debit would result in a negative balance on such account. Insofar as net losses are not debited to members' current accounts they shall be carried forward as an undivided loss of the LLP. 

 
2.7

Investment property

Investment property is carried at fair value determined annually and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in profit or loss.

 
2.8

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.


2.9

Financial instruments

The LLP has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.

Financial assets and financial liabilities are recognised when the LLP becomes party to the contractual provisions of the instrument. 

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 LLP after deducting all of its liabilities. 
 
The LLP’s policies for its major classes of financial assets and financial liabilities are set out below. 

Page 6

 

YARNTON PROPERTY HOLDINGS LLP

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

2.Accounting policies (continued)




Financial instruments (continued)

Financial assets
Basic financial assets, including other debtors, cash and bank balances, and intercompany financing are initially recognised at transaction price, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

Such assets are subsequently carried at amortised cost using the effective interest rate method, less any impairment.

Financial liabilities

Basic financial liabilities, including bank loans and loans from fellow group companies, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

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

Impairment of financial assets
Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. 

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the LLP would receive for the asset if it were to be sold at the reporting date. 

For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Page 7

 

YARNTON PROPERTY HOLDINGS LLP

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

2.Accounting policies (continued)




Financial instruments (continued)

Derecognition of financial assets and financial liabilities
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. 
 
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Offsetting of financial assets and financial liabilities
Financial assets and 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 on a net basis or to realise the asset and settle the liability simultaneously.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the LLP's accounting policies, which are described in note 2, the members are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.
Investment property valuation
The valuation of investment properties is a critical judgement and estimate that the members have made in the process of applying the LLP's accounting policies. The members derived the fair value of the investment property using yield methodology and sales price comparison methodology, having reference to a prior independent valuation and reassessing this as at 31 March 2024. These methods use market value rental values capitalised at a market capitalisation rate and / or comparative market sales prices, but there is an inevitable degree of judgement involved as the value can only ultimately be reliably tested in the market itself.


4.


Employees

The entity has no employees.

Page 8

 

YARNTON PROPERTY HOLDINGS LLP

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

5.


Investment property


Freehold investment property

£



Valuation


Additions at cost
210,931


Fair movement on revaluation
(1,645,000)


Transfers intra group
14,400,000



At 31 March 2024
12,965,931

At 31 March 2024 the freehold investment property was valued by the designated members at £12,965,931. The valuation was made on an open market value basis, having regard to rental yield and development land. Since that date, additional planning fees have been capitalised.



If the Investment properties had been accounted for under the historic cost accounting rules, the properties would have been measured as follows:

2024
£


Historic cost
14,610,931


6.


Debtors

2024
£


Other debtors
7,868

Prepayments and accrued income
1,115

8,983



7.


Creditors: amounts falling due within one year

2024
£

Bank loans
112,968

Other creditors
75

Accruals and deferred income
7,500

120,543


See note 9 for details of repayment and security in relation to the bank loan balance.

Page 9

 

YARNTON PROPERTY HOLDINGS LLP

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

8.


Creditors: amounts falling due after more than one year

2024
£

Bank loans
4,774,064


The aggregate amount of liabilities repayable wholly or in part more than five years after the reporting date is:

2024
£


Repayable by instalments
4,322,193

See note 9 for details of repayment and security in relation to the bank loan balance.


9.


Loans


Analysis of the maturity of loans is given below:


2024
£

Amounts falling due within one year

Bank loans
112,968

Amounts falling due 1-2 years

Bank loans
112,968

Amounts falling due 2-5 years

Bank loans
338,903

Amounts falling due after more than 5 years

Bank loans
4,322,193

4,887,032


The bank loan balances bears interest of 6.99% for the first 60 months and 2.60% per annum over Base Rate thereafter, repayable in monthly instalments commencing on 21st March 2023 with the balance repayable by March 2043. The loan is secured by a fixed and floating charge over the assets of the LLP.

Page 10

 

YARNTON PROPERTY HOLDINGS LLP

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

10.


Loans and other debts due to members


2024
£



Other amounts due to members
8,221,484

Loans and other debts due to members may be further analysed as follows:

2024
£



Falling due within one year
8,221,484

Loans and other debts due to members rank equally with debts due to ordinary creditors in the event of a winding up.


11.


Related party transactions

The LLP has taken advantage of the exemption provided under FRS 102 Section 1A from disclosing transactions with members of the same group that are wholly owned.
During the period a property was transferred to the LLP from a fellow group entity (see note 4).  The consideration of £14.4m was in excess of the fair value by £1.6m.


12.


Parent undertaking

The only group for which consolidated financial statements are drawn up is headed by Yarnton (Holdings) LLP whose registered office address is First Floor, 50 Marshall Street, London, W1F 9BQ.


13.


Auditor's information

The auditor's report on the financial statements for the period ended 31 March 2024 was unqualified.

The audit report was signed on 13 September 2024 by Daniel Burke (senior statutory auditor) on behalf of Blick Rothenberg Audit LLP.

 
Page 11