Registration number:
for the
Year Ended 31 December 2023
Oakland Propco B Limited
Contents
Company Information |
|
Directors' Report |
|
Strategic Report |
|
Statement of Directors' Responsibilities |
|
Independent Auditor's Report |
|
Profit and Loss Account |
|
Balance Sheet |
|
Statement of Changes in Equity |
|
Notes to the Financial Statements |
Oakland Propco B Limited
Company Information
Directors |
J L Balmer R Dooley J H Sage |
Registered office |
|
Auditors |
|
Oakland Propco B Limited
Directors' Report for the Year Ended 31 December 2023
The directors present their report and the financial statements for the year ended 31 December 2023.
Directors of the company
The directors who held office during the year were as follows:
Financial instruments
Objectives and policies
The board monitors the progress of the company by reference to its result before taxation and its net current assets and net asset position.
Price risk, credit risk, liquidity risk and cash flow risk
The principal business risks and uncertainties facing the Group are broadly grouped into categories as below.
Regulation compliance
The business closely monitors any updates to the sector’s regulations and compliance to ensure it meets all requirements. The frequency of regulatory visits from the CQC continues to be uncertain and lower than pre-pandemic. The Directors ensure that qualified and experienced personnel are employed and that staff are continuously trained to provide quality care and services to the residents. The business is confident that the internal processes and practices will ensure ongoing compliance throughout any changes in the regulatory environment.
Treasury operations and financial instruments
The primary financial instruments are bank loans, intercompany loans, deposits, trade debtors, trade creditors and shareholder’s funds. These arise directly from the Group’s trading operations and shareholder’s support and are regularly reviewed to ensure the Group is not overexposed.
Liquidity and credit risk
The principal financial assets are real estate, bank balances and cash, which represent the Group’s maximum exposure to credit risk in relation to financial assets. The company manages its cash and borrowing requirements to maximise interest income and minimise interest expense, whilst ensuring the Group has sufficient liquid resources to meet the operating needs of the business.
A multi-year hedge facility protecting against movements in interest rates was put in place in 2022 and extended in 2023 to ensure the full debt exposure under variable interest rate debt is covered protecting the Group from increases in interest rates.
Planning processes
As an investor and developer of land, the Group is subject to navigating the planning system which with delays, inefficiencies and bureaucratic hurdles is inefficient and slow. The impact of this delays the ability of the Group to scale with delayed revenue generation and cost overruns. The recent Labour election success has included a commitment to improve the efficiency of planning processes which is welcomed with a strategic certainty enabling the business more easily to commit to long-term investments.
Potential risk
Due to the nature of the business the Directors have assessed that there will be little or no impact on the future activities of the company as a result of Brexit. The Directors continue to monitor developments in relation to Brexit.
Oakland Propco B Limited
Directors' Report for the Year Ended 31 December 2023
Cost of living crisis
The recent UK general election has resulted in a Labour government, bringing a period of settled politics following years of turbulence under the Conservative administration.
One of the major issues leading up to the election was the cost-of-living crisis. Rising inflation, increasing energy prices, and stagnant wages have put considerable pressure on households across the UK.
The Labour party has made addressing this crisis a central part of their agenda, with commitments to various economic and social measures designed to alleviate the financial burden on citizens. These include raising the Real Living Wage to ensure wages keep pace with the actual cost of living.
The Group is supportive of such measures and pays the Real Living Wage across its estate. To meet the increase in costs arising from this, the Group will need to consider its pricing strategies, continue to focus on efficiency improvements and to ensure it optimises processes to prevent the limit the burden of additional costs being passed directly to residents.
Coronavirus Pandemic
The protection of our residents and team members is our key priority and the business moved decisively throughout the Coronavirus pandemic by putting in place safeguarding measures to ensure their ongoing protection. The Group has continued to ensure it is well positioned to manage any ongoing challenges which may arise. At the date of signing this report, the Board do not consider that the economic impact of the Coronavirus will have a significant impact on the financial statements or on the long-term prospects of the business.
Future developments
In the prior period the new care homes of Birchwood Heights and Maplewood Court were opened with Hyllden Heights opening at the start of the new financial year. A rolling programme of capital expenditure across all homes is in place to ensure the Group’s high standards are maintained on an ongoing basis.
A number of potential development sites are being actively pursued to maintain significant growth in future years and include a rolling plan of new homes being commissioned and CQC registered each year. The latest site to be acquired was in Harpenden with the land acquired in June 2024. The site is planned to be the first UK net zero care home, which is scheduled to be fully developed and opened in 2026.
Following the successful Green World Awards win and further Greenmark accreditations the Directors plan to progress the environmental and community work undertaken including investigating requirements to construct and operate the first UK net zero care home.
The Directors pay heed to the long-term consequences of their decisions and aim to maintain the operational and management policies which have resulted in the Group’s good performance to date. They anticipate that 2024 will show further growth and progression for the business.
Going concern
Notwithstanding net current liabilities of £2,599,000 (2022 - £1,547,000) as at 31 December 2023 and a loss for the year then ended of £2,552,000 (2022 - £2,539,000), the financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.
The Company is part of the Gibson Topco Limited group (the “Group”). The Company is a property investment company with the main activity being the holding of and leasing of a care home to a fellow group entity.
The Group have multiyear cash flow forecasts including a downside scenario reflecting a possible disruption to operations as result of the Coronavirus pandemic. Under all scenarios considered, the Group would be able to operate within its borrowing facilities. The plan shows that the company and the Group are a going concern when considering the trading of the Group and continuation of the Group financing facility.
The Directors are confident having secured the businesses ongoing financing facility that the Going Concern status of the Group will remain strong for the foreseeable future.
Disclosure of information to the auditors
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.
Oakland Propco B Limited
Directors' Report for the Year Ended 31 December 2023
Reappointment of auditors
Hazlewoods LLP have expressed their willingness to continue in office.
Approved by the
Director
Oakland Propco B Limited
Strategic Report for the Year Ended 31 December 2023
The directors present their strategic report for the year ended 31 December 2023. The comparative period is from 1 August 2021 to 31 December 2022.
Principal activity
The principal activity of the company is as a holding company.
Fair review of the business
The results for the year, which are set out in the profit and loss account, show an operating loss of £14,000 (2022 - £12,000). At 31 December 2023, the company had net liabilities of £5,090,000 (2022 - £2,538,000). The directors consider the performance for the year and the financial position at the year end to be satisfactory.
Details of key performance indicators are disclosed in the group financial statements of the company’s parent company, Gibson Topco Limited.
Principal risks and uncertainties
The management of the business and the execution of the company's strategy are subject to a number of risks as disclosed within the directors' report.
Engagement with employees
Annual survey and staff awards
The Group undertakes an annual staff engagement survey with a Group and individual care homes action plans determined from the feedback and addressed.
At the start of 2023 the Group held the inaugural Oakland Care staff awards recognising the great efforts of the teams across multiple categories. The nominees were selected by their peers and voted for using the internal staff communication application with the award ceremony following recognising the winners. This exercise was then repeated in early 2024 with a further expansion of the annual awards.
Employee performance
The Directors have implemented and maintained multiple approaches to encourage employee performance, including: the new internal awards ceremonies, long service awards; spot rewards; quarterly performance reviews, talent reviews and external salary benchmarking.
Top Employers and Investors in People accreditations
The Group’s policies and practices for managing employees was externally assessed resulting in the Group being published in the Top Employers list. This recognises the Group’s high standards of HR and People practices. The Group now joins more than 1,600 top employers in 120 countries across five continents.
In 2023 the Group achieved recognition with a Gold Award Status accreditation from Investors in People acknowledging the strong support provided to our employees.
Engagement with suppliers, customers and other relationships
The Group seeks to foster long term relationships with key suppliers and undertake regular review meetings to ensure good working practices are adhered to.
In early 2023, the Group completed its annual resident and relative survey which resulted in positive feedback in all areas. An action plan is now in place to further improve our quality of service.
In 2023 the Group launched the Care2Share podcasts series providing tips on mental health and well-being as well as providing insights into the operations of Oakland Care.
The group also held supplier forums with key suppliers in 2023 to bring stakeholders together to share best practice related to sustainability.
Throughout the Coronavirus pandemic extensive written communication was shared with customers, being residents and their relatives. In addition, numerous Zoom meetings were held between relatives and the Chief Executive to ensure they received all information about the Group’s approach to the pandemic.
Oakland Propco B Limited
Strategic Report for the Year Ended 31 December 2023
Section 172(1) statement
The directors of the Company must act in accordance with the duties detailed in section 172 of the Companies Act 2006 which is summarised as follows:
A director 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 members as a whole, and in doing so have regard (amongst other matters) to:
a) The likely consequences of any decision in the long term;
b) The interest of the company’s employees;
c) The need to foster the company’s business relationships with suppliers, customers and others;
d) The impact of the company’s operations on the community and the environment;
e) The desirability of the company maintaining a reputation for high standards of business conduct; and
f) The need to act fairly as between members of the company.
These items are addressed within the Strategic Report and Directors' Report for the period under review.
Approved by the
Director
Oakland Propco B Limited
Statement of Directors' Responsibilities
The directors are responsible for preparing the Strategic Report, Directors' 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 apply them consistently; |
• | make judgements and accounting estimates that are reasonable and prudent; |
• | state whether applicable UK Accounting Standards has been followed, subject to any material departures disclosed and explained in the financial statements; and |
• | 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.
Oakland Propco B Limited
Independent Auditor's Report to the Members of Oakland Propco B Limited
Opinion
We have audited the financial statements of Oakland Propco B Limited (the 'company') for the year ended 31 December 2023, which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 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 loss 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. |
Basis for opinion
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 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.
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 original financial statements were 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.
Other information
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.
Oakland Propco B Limited
Independent Auditor's Report to the Members of Oakland Propco B Limited
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
• |
the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
• |
the Strategic Report and 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 our 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 directors' remuneration specified by law are not made; or |
• | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page 7, 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.
Extent to which the audit was capable of detecting irregularities, including fraud
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:
We considered the nature of the company’s industry and its control environment and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.
We obtained an understanding of the legal and regulatory framework that the company operates in and identified the key laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements, including the UK Companies Act and tax legislation, and, those that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.
We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
Oakland Propco B Limited
Independent Auditor's Report to the Members of Oakland Propco B Limited
In common with all audits conducted in accordance with ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override of controls. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
In addition to the above, our procedures to respond to the risks identified included the following:
• |
reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; |
• |
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatements due to fraud; |
• |
enquiring of management concerning actual and potential litigation and claims and instances of non-compliance with laws and regulations; and |
• |
reading minutes of meetings of those charged with governance. |
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
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.
For and on behalf of
Windsor House
Bayshill Road
GL50 3AT
Oakland Propco B Limited
Profit and Loss Account for the Year Ended 31 December 2023
Note |
Year ended 31 December 2023 |
1 August 2021 to 31 December 2022 |
|
Turnover |
- |
- |
|
Administrative expenses |
( |
( |
|
Operating loss |
(14) |
(12) |
|
Other interest receivable and similar income |
|
|
|
Interest payable and similar charges |
( |
( |
|
Loss before tax |
( |
( |
|
Taxation |
- |
- |
|
Loss for the financial year |
( |
( |
The above results were derived from continuing operations.
The company has no other comprehensive income for the year.
Oakland Propco B Limited
(Registration number: 13397587)
Balance Sheet as at 31 December 2023
Note |
31 December 2023 |
31 December 2022 |
|
Fixed assets |
|||
Investments |
|
|
|
Current assets |
|||
Debtors: Amounts falling due within one year |
6,282 |
6,012 |
|
Debtors: Amounts falling due after more than one year |
831 |
1,584 |
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current liabilities |
( |
( |
|
Total assets less current liabilities |
( |
( |
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
Net liabilities |
( |
( |
|
Capital and reserves |
|||
Called up share capital |
|
|
|
Profit and loss account |
( |
( |
|
Total equity |
( |
( |
Approved and authorised by the
Director
Oakland Propco B Limited
Statement of Changes in Equity for the Year Ended 31 December 2023
Share capital |
Profit and loss account |
Total |
|
At 1 January 2023 |
1 |
(2,539) |
(2,538) |
Loss for the year |
- |
( |
( |
At 31 December 2023 |
|
( |
( |
Share capital |
Profit and loss account |
Total |
|
At 1 August 2021 |
|
- |
|
Loss for the period |
- |
( |
( |
At 31 December 2022 |
|
( |
( |
Oakland Propco B Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
General information |
The company is a private company limited by share capital, incorporated in England and Wales.
The address of its registered office is:
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.
Basis of preparation
These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.
The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest £1,000.
Summary of disclosure exemptions
The company has not presented a cash flow statement on the grounds that the company is a wholly owned subsidiary and a group cash flow statement is included in the financial statements of the ultimate parent company.
Name of parent of group
These financial statements are consolidated in the financial statements of Gibson Topco Limited.
The financial statements of Gibson Topco Limited may be obtained from Companies House.
Going concern
Notwithstanding net current liabilities of £2,599,000 (2022 - £1,547,000) as at 31 December 2023 and a loss for the year then ended of £2,552,000 (2022 - £2,539,000), the financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.
The Company is part of the Gibson Topco Limited group (the “Group”). The Company is a property investment company with the main activity being the holding of and leasing of a care home to a fellow group entity.
The Group have multiyear cash flow forecasts including a downside scenario reflecting a possible disruption to operations as result of the Coronavirus pandemic. Under all scenarios considered, the Group would be able to operate within its borrowing facilities. The plan shows that the company and the Group are a going concern when considering the trading of the Group and continuation of the Group financing facility.
The Directors are confident having secured the businesses ongoing financing facility that the Going Concern status of the Group will remain strong for the foreseeable future.
Exemption from preparing group accounts
The financial statements contain information about Oakland Propco B Limited as an individual company and do not contain consolidated financial information as the parent of a group.
The company is exempt under section 400 of the Companies Act 2006 from the requirement to prepare consolidated financial statements as it and its subsidiary undertakings are included by full consolidation in the consolidated financial statements of its parent, Gibson Propco Limited.
Oakland Propco B Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Judgements and estimation uncertainty
These financial statements do not contain any significant judgements or estimation uncertainty. |
Government grants
Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.
Business combinations
Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.
Investments
Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.
Trade debtors
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Oakland Propco B Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Financial instruments
Classification
Recognition and measurement
Impairment
A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.
The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.
Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.
For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
Oakland Propco B Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Other interest receivable and similar income |
Year ended 31 December 2023 |
1 August 2021 to 31 December 2022 |
|
Interest receivable from group undertakings |
299 |
131 |
Interest payable and similar expenses |
Year ended 31 December 2023 |
1 August 2021 to 31 December 2022 |
|
Finance costs adjacent to interest |
|
|
Interest expense to group undertakings |
|
|
|
|
Staff costs |
The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:
Year ended 31` December 2023 |
1 August 2021 to 31 December 2022 |
|
Directors |
|
|
Auditors' remuneration |
Fees payable to the company's auditors for the auditing of the company's annual accounts are borne by a related undertaking.
Taxation |
The tax on profit before tax for the year is the same as the standard rate of corporation tax in the UK (2022 - the same as the standard rate of corporation tax in the UK) of
The differences are reconciled below:
Year ended 31 December 2023 |
1 August 2021 to 31 December 2022 |
|
Loss before tax |
(2,553) |
(2,539) |
Corporation tax at standard rate |
( |
( |
Effect of expense not deductible in determining taxable profit (tax loss) |
|
- |
Tax increase from effect of unrelieved tax losses carried forward |
|
|
Total tax charge/(credit) |
- |
- |
A deferred tax asset of £6,000 (2022 - £2,000) has not been recognised as sufficient taxable profits are not expected in the foreseeable future.
Oakland Propco B Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Investments |
31 December 2023 |
31 December 2022 |
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Investments in subsidiaries |
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Subsidiaries |
£ 000 |
Cost and carrying amount |
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At 1 January 2023 and at 31 December 2023 |
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Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
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2023 |
2022 |
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Subsidiary undertakings |
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England and Wales |
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England and Wales |
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England and Wales |
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England and Wales |
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England and Wales |
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England and Wales |
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England and Wales |
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England and Wales |
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England and Wales |
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England and Wales |
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The principal activity of Oakland Opco B Limited is as a care home operator. The principal activity of all other companies is that of property investment. The registered office of all subsidiaries listed above is Lambwood Heights, 244 Lamborune Road, Chigwell, IG7 6HX.
Debtors |
31 December 2023 |
31 December 2022 |
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Amounts owed by group undertakings |
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Other debtors |
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7,113 |
7,596 |
Amounts owed by group undertakings bear interest at 5% (2022 - 1.0525%) and are repayable on demand.
Oakland Propco B Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Creditors |
Note |
31 December 2023 |
31 December 2022 |
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Due within one year |
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Amounts due to group undertakings |
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Due after one year |
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Loans and borrowings |
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Amounts due to group undertakings bear interest at 5% (2022 - 1.0525%) and are repayable on demand.
Loans and borrowings |
31 December 2023 |
31 December 2022 |
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Non-current loans and borrowings |
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Bank borrowings |
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Included in bank borrowings is accrued non-utilisation interest of £2,492,000 (2022 - £992,000).
Share capital |
Allotted, called up and fully paid shares
31 December 2023 |
31 December 2022 |
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No. |
£ |
No. |
£ |
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1 |
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1 |
The ordinary shares have attached to them full voting, dividend and capital distribution (including on winding up) rights; they do not confer any rights of redemption.
Contingent liabilities |
There is a fixed and floating charge which covers all the property or undertaking of the company by way of a group guarantee for the loan facility headed by Oakland Propco B Limited but sitting in its subsidiaries. The balance of the loan and accrued interest as at 31 December 2023 was £55,582,000 (2022 - £40,416,000).
Parent and ultimate parent undertaking |
The company's immediate parent is
The ultimate parent is
The ultimate controlling party is
Gibson Topco Limited is the parent undertaking of the largest and smallest group of undertakings to consolidate these financial statements at 31 December 2023. A copy of the consolidated financial statements can be obtained from Companies House