Company registration number 03840627 (England and Wales)
CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
COMPANY INFORMATION
Directors
G Bate-Williams
(Appointed 14 August 2024)
D Howitt on behalf of Capita Corporate Director Limited
Secretary
Capita Group Secretary Limited
Company number
03840627
Registered office
65 Gresham Street
London
England
EC2V 7NQ
CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
CONTENTS
Page
Directors' report
1 - 2
Income statement
3
Balance sheet
4 - 5
Statement of changes in equity
6
Notes to the financial statements
7 - 13
CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The Directors present their Directors' Report and Financial statements for the year ended 31 December 2023.

Principal activities

The principal activity of the Company continued to be that of being a holding and investment company. However, this principal activity ceased when the company disposed of its investment in Capita Property and Infrastructure Limited to Capita Business Service Ltd, a fellow Group company, on 1 October 2023. Following the disposal, the directors intend to liquidate the Company and therefore have prepared the financial statements on the basis that the company is no longer a going concern.

 

As shown in Company's income statement on page 3, the Company's profit before tax has decreased from £2,779k to loss before tax of £44k mainly due to a dividend income which was partly offset by a loss on the sale of its subsidiary G L Hearn Limited in 2022.

The balance sheet on pages 4 to 5 of the financial statements shows the financial position at the year end. Net assets have marginally increased from £106,662 in 2022 to £106,691 in 2023 on account of current year profits. Details of the amounts owed by/to its parent company and fellow subsidiary companies are shown in notes 7 and 9 to the financial statements.

Results and dividends

The results for the year are set out on page 3.

No dividends were paid or proposed during the year (2022:£nil).

Directors

The Directors, who held office during the year and up to the date of signature of the financial statements were as follows:

G Bate-Williams
(Appointed 14 August 2024)
D Howitt on behalf of Capita Corporate Director Limited
E H Brownell
(Resigned 19 August 2024)
Qualifying third party indemnity provisions

The Company has granted an indemnity to the directors of the Company against liability in respect of proceedings brought by third parties, subject to the conditions set out in the Companies Act 2006. This qualifying third party indemnity provision remains in force as at the date of approving the directors' report.

Political donations

The Company made no political donations and incurred no political expenditure during the year (2022:£nil).

CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Statement of Directors' responsibilities

The Directors are responsible for preparing the 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 they have elected to prepare the financial statements in accordance with United Kingdom ('UK') accounting standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 101 Reduced Disclosure Framework.

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 its profit or loss for that period. In preparing these financial statements, the Directors are required to:

 

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 responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.

 

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
D Howitt on behalf of Capita Corporate Director Limited
Director
16 September 2024
CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
2023
2022
Notes
£'000
£'000
Net Administrative income
5
324
Investment income
3
-
0
18,125
Net finance (cost)/income
4
(49)
3
Net loss on disposal of investments
6
-
(15,673)
(Loss)/profit before tax
(44)
2,779
Income tax credit/(charge)
5
73
(62)
Profit and total comprehensive income for the year
29
2,717

The income statement has been prepared on the basis that the company has ceased all its operations..

The notes and information on pages 7 to 13 form an integral part of these financial statements.

CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 4 -
2023
2022
Notes
£'000
£'000
Non-current assets
Investments in subsidiaries
8
-
0
102,744
-
102,744
Current assets
Trade and other receivables
7
106,680
6,044
Income tax receivable
11
-
0
106,691
6,044
Total assets
106,691
108,788
Current liabilities
Trade and other payables
9
-
0
1,203
Financial liabilities
10
-
0
861
Income tax payable
-
0
62
Total liabilities
-
2,126
Net assets
106,691
106,662
CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
BALANCE SHEET (CONTINUED)
AS AT
31 DECEMBER 2023
31 December 2023
2023
2022
Notes
£'000
£'000
- 5 -
Capital and reserves
Issued share capital
11
0*
0*
Retained earnings
106,691
106,662
Total equity
106,691
106,662

The notes and information on pages 7 to 13 form an integral part of these financial statements.

For the financial year ended 31 December 2023, the company was entitled to exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies.

The Directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476 of the Companies Act 2006.

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

 

*represents amount less than £1000.

These financial statements were approved by the board of directors and authorised for issue on
16 September 2024
16 September 2024
and are signed on its behalf by:
D Howitt on behalf of Capita Corporate Director Limited
Director
Company registration number 03840627 (England and Wales)
CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
Share capital
Share premium
Retained earnings
Total equity
£'000
£'000
£'000
£'000
At 1 January 2022
7,514
91,644
4,787
103,945
Profit for the year
-
-
2,717
2,717
Transactions with owners:
Reduction in share capital and share premium
(7,514)
(91,644)
99,158
-
0
At 31 December 2022
0*
-
0
106,662
106,662
Profit for the year
-
-
29
29
At 31 December 2023
0*
-
0
106,691
106,691
Share capital

The balance classified as share capital is the nominal proceeds on issue of the Company's equity share capital, comprising one ordinary share of £1.

Retained earnings

Represents accumulated profits of the Company.

The notes and information on pages 7 to 13 form an integral part of these financial statements.

CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -
1
Accounting policies
1.1
Basis of preparation

Capita Property and Infrastructure Holdings Limited is a company incorporated and domiciled in the United Kingdom.

 

In determining the appropriate basis of preparation for the annual report and financial statements for the year ended 31 December 2023, the Company’s Directors (“the Directors”) are required to consider whether the Company can continue in operational existence for the foreseeable future, being a period of at least twelve months following the approval of these accounts.

 

The principal activity of the Company is that of carrying on the business of a holding and investment Company. However, this principal activity ceased when the company disposed of its investment in Capita Property and Infrastructure Limited to Capita Business Service Ltd, a fellow Group company, on 1 October 2023. Following the disposal, the directors intend to liquidate the Company and therefore have prepared the financial statements on the basis that the company is no longer a going concern.

 

The financial statements have been prepared on a breakup basis as at 31 December 2023. As a consequence, the Directors have considered the adjustments required to prepare the financial statement on a breakup basis. The expected realisable and settlement values for current assets and liabilities are not considered to be materially different from their carrying value at the balance sheet date. Therefore, the Directors consider that no further adjustments are required as a result of preparing the financial statements on a breakup basis.

 

1.2
Compliance with accounting standards

The Company has applied FRS101 – Reduced Disclosure Framework in the preparation of its financial statements.

 

The Company has prepared and presented these financial statements by applying the recognition, measurement and disclosure requirements of international accounting standards in conformity with the requirements of the Companies Act 2006 .

 

The Company's ultimate parent company, Capita plc, includes the Company in its consolidated statements. The consolidated financial statements are prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and with UK-adopted International Financial Reporting Standards ('IFRSs') and the Disclosure and the Transparency Rules of the UK's Financial Conduct Authority. They are available to the public and may be obtained from Capita plc’s website on https://www.capita.com/investors .

 

In these financial statements, the Company has applied the disclosure exemptions available under FRS 101 in respect of the following disclosures:

 

Since the consolidated financial statements of Capita plc include equivalent disclosures, the Company has also taken the disclosure exemptions under FRS 101 available in respect of the following disclosure:

 

 

 

 

CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 8 -
1.3
Change in accounting policies

The Company has adopted the new amendments to standards detailed below but they do not have a material effect on the Company's financial statements.

New amendments or interpretations

Effective date

IFRS 17 Insurance Contracts and amendments to IFRS 17 Insurance Contracts

1 January 2023

Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2)    

1 January 2023

Definition of Accounting Estimates (Amendments to IAS 8)

1 January 2023

Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12)

1 January 2023

International Tax Reform - Pillar Two Model Rules (Amendments to IAS 12)

1 January 2023

1.4
Investments

All investments are initially recorded at their cost. Subsequently they are reviewed for impairment if events or changes in circumstances indicate the carrying value may not be recoverable.

1.5
Financial instruments

Investments and other financial instruments

 

Classification

The Company classifies its financial instruments in the following measurement categories:

 

The classification depends on the Company’s business model for managing the financial assets and the contractual terms of the cash flows.

 

Measurement

At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss ('FVPL'), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at FVPL are expensed to the income statement.

 

Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.

Recognition and derecognition

At initial recognition, the Company measures a financial instrument at its fair value plus, in the case of a financial instrument not at FVPL, transaction costs that are directly attributable to the acquisition of the financial instrument. Transaction costs of financial instruments carried at FVPL are expensed in the income statement.

 

Financial instruments with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.

 

 

 

CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 9 -

Purchases and sales of financial instruments are recognised on their trade date (i.e., the date the Company commits to purchase or sell the instrument). Financial instruments are derecognised when the rights to receive/pay cash flows from the financial instrument have expired or have been transferred such that the Company has transferred substantially all risks and rewards of ownership.

 

Impairment

The Company assesses, on a forward-looking basis, the expected credit losses associated with its financial instruments carried at amortised cost and FVOCI. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

Trade and other receivables

The trade and other receivables have been measured and presented at their expected realisable values.

Trade and other payables

The trade and other payables have been measured and presented at their expected settlement values.

 

Cash and cash equivalents

Bank overdrafts are shown within current financial liabilities.

1.6
Taxation

Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the income statement except to the extent that it relates to items recognised directly in equity or other comprehensive income.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.

 

Deferred tax is provided, using the liability method, on all temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

 

Deferred tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the carry-forward of unused tax assets and unused tax losses can be utilised, except where the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

1.7
Group accounts

The financial statements present information about the Company as an individual company and not about its Group. The Company has not prepared Group accounts because it is fully exempt from the requirement to do so by section 400 of the Companies Act 2006 since it is a subsidiary company of Capita plc, a company incorporated in England and Wales, and is included in the consolidated financial statements of that company.

 

 

 

 

 

 

 

CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
2
Significant accounting judgements, estimates and assumptions

The preparation of financial statements in conformity with generally accepted accounting principles requires the Directors to make judgements and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingencies at the date of the financial statements and the reported income and expense during the reported periods. Although these judgements and assumptions are based on the Directors' best knowledge of the amount, events or actions, actual results may differ. No significant judgements, estimates and assumptions were used in preparation of financial statements in current reporting period.

3
Investment income
2023
2022
£'000
£'000
Dividend income from shares in subsidiary companies
-
0
18,125
-
0
18,125
4
Net finance (cost)/income
2023
2022
£'000
£'000
Interest income
Interest income on bank balance
-
0
3
-
0
3
Interest expense
Interest expense on bank overdrafts and loans
(49)
-
0
(49)
-
0
Total net finance (cost)/income
(49)
3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
5
Income tax
The major components of income tax (credit)/charge are:
2023
2022
£'000
£'000
Current tax
UK corporation tax
(11)
62
Adjustments in respect of prior periods
(62)
-
0
(73)
62

The reconciliation between tax expense/(credit) and the product of accounting (loss)/profit multiplied by the UK Corporation tax rate for the years ended 31 December 2023 and 2022 is as follows:

 

 

2023
2022
£'000
£'000
(Loss)/profit before taxation
(44)
2,779
Expected tax (credit)/charge based on the weighted average Corporation Tax rate of 23.52% (2022: 19.00%)
(10)
528
Expenses not deductible for tax purpose
-
0
2,978
Non-taxable income
(1)
(3,444)
Adjustment in respect of current income tax of prior periods
(62)
-
0
Total adjustments
(63)
(466)
Total tax (credit)/charge reported in the income statement
(73)
62

A change to the main UK corporation tax rate was substantively enacted on 24 May 2021. The rate applicable from 1 April 2023 increases from 19% to 25%.

6
Net loss on disposal of investments
2023
2022
£'000
£'000
Net loss on disposal of investments
-
15,673
CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
7
Trade and other receivables
Current
2023
2022
£'000
£'000
Amounts due from Group companies
104,680
3,799
Other receivables
2,000
2,245
106,680
6,044

Amounts due from group companies are repayable on demand.

8
Investments
Subsidiaries
£'000
Cost
At 1 January 2023
106,242
Derecognition ■
(3,498)
Disposals ◄
(102,744)
At 31 December 2023
-
0
Impairment
At 1 January 2023
3,498
Derecognition ■
(3,498)
At 31 December 2023
-
0
Net book value
At 31 December 2023
-
0
At 31 December 2022
102,744

■The Company has derecognised its investment of £3,498k in Capita (6588350) Limited following its dissolution in accordance with the wider Group restructuring plan. There is no impact on the income statement in the current year or the net book value of the investments as a result of this derecognition.

 

On 1 October 2023, the Company sold it's investments in Capita Property and Infrastructure Limited to Capita Business Services Ltd, a fellow Group company, at carrying value of £102,744k.

CAPITA PROPERTY AND INFRASTRUCTURE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
9
Trade and other payables
Current
2023
2022
£'000
£'000
Amount due to Group companies
-
0
1,203
-
0
1,203
10
Financial liabilities
Current
2023
2022
£'000
£'000
Bank overdrafts
-
0
861
-
0
861
11
Share capital
2023
2022
2023
2022
Number
Number
£
£
Allotted, called up and fully paid
1 ordinary share of £1 each
At 1 January and 31 December
1
1
1
1
12
Directors' remuneration

All directors are paid by other companies within the Capita Group. The Company has not paid any fees or other remuneration to the Group based Directors related to the directorship role they provided to the Company as a part of their Group-wide executive management role. The Company has estimated that allocation of the qualifying services that these Group based Directors provided to the Company is inconsequential.

13
Employees

There were no employees during the year (2022: nil).

14
Controlling party

The company's immediate parent undertaking is Capita Holdings Limited, a company incorporated in England and Wales.

 

The Company's ultimate parent undertaking is Capita plc, a company in incorporated in England and Wales. The accounts of Capita plc are available from the registered office at 65 Gresham Street, London, United Kingdom, EC2V7NQ.

15
Post balance sheet date events

There are no significant events that occurred after the reporting period.

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