Registered number:
FOR THE YEAR ENDED 31 MARCH 2024
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FPC INCOME & GROWTH PLC
COMPANY INFORMATION
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FPC INCOME & GROWTH PLC
CONTENTS
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FPC INCOME & GROWTH PLC
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024
The directors present their report and financial statements for the year ended 31 March 2024.
The financial position and performance is for the year from 1 April 2023 to 31 March 2024.
The Company is an exemplar real estate investor and co-investment vehicle focused on critical and community Infrastructure. Its Electric Land subsidiaries currently pursue the bulk of its activities in the pursuit of well-rewarded, early-stage risk in niche, fragmented or emerging markets with high barriers to entry. And its creation, improvement and/or aggregation of assets with long, secure, index-linked income.
The Company has had another very successful year as it continued to grow its Electric Land businesses: development of and investment in freehold powered land to house renewable energy and data centre infrastructure. It has emerged as the UK’s largest specialist real estate investor and developer in its field and is rapidly emerging as the largest specialist developer in Europe. Its development activities principally involve growing, managing and delivering a development pipeline of optioned freehold sites for which it is securing grid, certification, zoning, planning, access rights and a pre-let for construction and operation before completing a purchase. At the year end, the Company and its subsidiaries owned or had unconditionally contracted 26 investments and 8 development projects. The development projects were either land-banked, pre-let or with lettings agreed and in markets where tenant demand remains strong. The Company’s strategy is to generate rental income and capital profits sufficient to maintain a progressive dividend policy, whilst prioritising growing its investment portfolio and development pipeline, and capital growth. The directors are committed to supporting the delivery and growth of Electric Land’s development pipeline and investment portfolio whilst having an eye to other attractive niches and opportunities that may emerge. The Company has also been able to re-invest significant profits this year and raise significant new equity to help fulfil Electric Land’s extraordinary growth potential. The directors have particularly devoted resources into exploring and actioning strategies to secure institutional capital to fully realise the UK and international expansion potential of Electric Land’s investment portfolio. Electric Land continued to take advantage of growth opportunities in Europe, creating a local team which has supported the expansion and progression of its substantial development pipeline in Germany, and exploring a variety of models to make similar progress elsewhere, notably Italy.
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FPC INCOME & GROWTH PLC
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
The Company and its directors have established and are protective of a reputation as an entrepreneurial, ethical and reliable partner, efficiently delivering vital social infrastructure. The Company, its subsidiaries and its teamwork in partnerships with operators, tenants, development managers and project funders, and with shareholders, lenders and professional advisors, to conclude mutually successful projects. The Company’s directors are responsible for ensuring the efficient running of the business, adopting and managing the implementation of the Company’s strategy and managing the risks associated with that strategy. The directors are confident of the strategy adopted and the measures being taken to manage the risks involved in the Company. For what is an unusual portfolio, the Company is able to rely on the unusually broad experience of its directors and the specialist skills of its growing team. The directors believe that the Company is in a satisfactory financial position and is a going concern. Throughout the year there have been no significant issues in the collection of rent in subsidiary undertakings, or collection of management fees from subsidiary undertakings, as the subsidiary undertakings have not experienced unplanned void periods or sustained arrears. It has maintained appropriate liquidity and has the support of its lenders and shareholders.
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FPC INCOME & GROWTH PLC
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
Economic risk
The Company and its subsidiary undertakings are all within the property sector. During the year, the property market has been particularly affected by macro-economic and social issues, not least increases in inflation and interest rates and as a result has been subject to value corrections and material uncertainty about future levels of supply and demand and rental and capital values. Uncertainty generally has a detrimental effect on property itself. The directors believe that the company is in a fortunate position due to it and the subsidiary undertakings being almost entirely invested in renewable energy infrastructure ground rents and convenience / roadside, assets, that notably feature strong tenant demand, and secure lettings on long, index-linked leases. The directors are therefore optimistic that subsidiary undertakings will overall remain healthy, and this has been reflected in continuing and increasing investor and lender interest and support. Financial instruments The Company's principal financial instruments comprise of investments in subsidiary undertakings, bank balances, trade and other debtors, and trade and other creditors. The main purpose of these instruments is to provide funding to group undertakings in order to finance their growth. Liquidity and cash flow risk The cash generated from management fees and investment income are derived from rental income in subsidiary undertakings. It also secures capital receipts from the sale of some completed developments and from the sale of development rights. As noted above, the source of this income is from relatively secure sectors, and the Company maintains budgets and cash forecasts to ensure adequate cash resources are available and to protect against any potential variability inherent in the recovery of income. Additionally, the Company maintains access to additional capital through its shareholders, banking and other relationships. Interest rate risk The Company is partially financed by loans which are not pinned to the underlying Base Rate, which allows for greater stability in forecasting cash requirements for repayment, and also mitigates against any rises in the Base Rate. In any event, its rental income is almost entirely index-linked, the vast majority annually and un-capped. Whilst subsidiary undertakings do have a significant loan which is linked to floating interest rates, the company expects to remain significantly cash generative and is progressing a strategy to identify new HNW and institutional shareholders and to raise additional equity and to diminish its reliance on debt. Environmental policy The company will seek to minimise adverse impacts on the environment from its activities where possible, whilst continuing to address healthy, safety and economic issues. The company has complied with all application legislation and regulations.
This report was approved by the board and signed on its behalf.
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FPC INCOME & GROWTH PLC
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024
The directors present their report and the financial statements for the year ended 31 March 2024.
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙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 to 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.
The profit for the year, after taxation, amounted to £5,108,123 (2023 - £4,526,125).
The total distribution of dividends for the year ended 31 March 2024 was £714,773 (2023: £587,607).
The directors who served during the year were:
The directors believe that the company is in a satisfactory financial position.
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FPC INCOME & GROWTH PLC
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
The auditors, Harris & Trotter LLP, will be proposed for reappointment in accordance with section 489 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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FPC INCOME & GROWTH PLC
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FPC INCOME & GROWTH PLC
We have audited the financial statements of FPC Income & Growth PLC (the 'Company') for the year ended 31 March 2024, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Cash Flows, the Statement of Changes in Equity and the related notes, 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).
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 Auditors' 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 United Kingdom, including the Financial Reporting Council'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.
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 financial statements are 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.
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FPC INCOME & GROWTH PLC
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FPC INCOME & GROWTH PLC (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. 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. 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 course of 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 this gives rise to a material misstatement in the financial statements themselves. 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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the 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 or the Directors' Report.
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FPC INCOME & GROWTH PLC
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FPC INCOME & GROWTH PLC (CONTINUED)
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 Auditors' 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.
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:
The objectives of our audit are to identify and assess the risks of material misstatement of the financial statements due to fraud or error; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud or error; and to respond appropriately to those risks. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and noncompliance with laws and regulations, our procedures included the following: • We obtained an understanding of the legal and regulatory frameworks applicable to the Group and the industry in which it operates. We determined that the following laws and regulations were most significant: FRS 102 and the Companies Act 2006. • We obtained an understanding of how the Group is complying with those legal and regulatory frameworks by making enquiries of management. • We challenged assumptions and judgments made by management in its significant accounting estimates. We did not identify any key audit matters relating to irregularities, including fraud.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
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FPC INCOME & GROWTH PLC
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FPC INCOME & GROWTH PLC (CONTINUED)
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 Auditors' 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
Chartered Accountants
Statutory Auditors
101 New Cavendish Street
1st Floor South
W1W 6XH
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FPC INCOME & GROWTH PLC
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024
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FPC INCOME & GROWTH PLC
REGISTERED NUMBER: 11494690
BALANCE SHEET
AS AT 31 MARCH 2024
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FPC INCOME & GROWTH PLC
REGISTERED NUMBER: 11494690
BALANCE SHEET (CONTINUED)
AS AT 31 MARCH 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 16 to 27 form part of these financial statements.
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FPC INCOME & GROWTH PLC
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
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FPC INCOME & GROWTH PLC
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2024
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FPC INCOME & GROWTH PLC
ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 MARCH 2024
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FPC INCOME & GROWTH PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
FPC Income & Growth PLC is a public company limited by shares and incorporated in England and Wales (registered number: 11494690).
The registered office is 101 New Cavendish Street, 1st Floor South, London, W1W 6XH, and the principal place of business address is 14-16 Great Pulteney Street, London, W1F 9ND. The principal activity of the company continued to be that of an investment company. The financial statements are presented in Sterling, which is the functional currency of the company. The company has taken advantage of the exemption under Section 399 of the Companies Act 2006 not to prepare consolidated accounts, on that basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
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 Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
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FPC INCOME & GROWTH PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
2.Accounting policies (continued)
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FPC INCOME & GROWTH PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
2.Accounting policies (continued)
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Company's 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 trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
Other financial assets
Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
Impairment of financial assets
Financial assets are assessed for indicators of impairment at each reporting date.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.
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FPC INCOME & GROWTH PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
2.Accounting policies (continued)
Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Derecognition of financial instruments
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.
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 if the revisions affect only that period, or in the period of the revisions and future periods if the revision affects both current and future periods.
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FPC INCOME & GROWTH PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
Analysis of turnover by country of destination:
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FPC INCOME & GROWTH PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
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FPC INCOME & GROWTH PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
8.Taxation (continued)
There were no factors that may affect future tax charges.
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FPC INCOME & GROWTH PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
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FPC INCOME & GROWTH PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
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FPC INCOME & GROWTH PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
Subsidiary undertakings (continued)
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FPC INCOME & GROWTH PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
During the year, 5,528,200 Ordinary shares of £55,282 aggregate nominal value were issued in exchange for consideration of £12,109,191.
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FPC INCOME & GROWTH PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
Share premium account
Profit and loss account
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