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Registered number: 11121535









PR UK NO. 1 LIMITED









FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
PR UK NO. 1 LIMITED
REGISTERED NUMBER: 11121535

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
                                                                         Note
£
£

Fixed assets
  

Tangible assets
 4 
36,465,447
37,316,911

Current assets
  

Debtors: amounts falling due within one year
 5 
1,002,882
399,748

Cash at bank and in hand
 6 
44,345
88,232

  
1,047,227
487,980

Creditors: amounts falling due within one year
 7 
(42,669,365)
(41,605,265)

Net current liabilities
  
 
 
(41,622,138)
 
 
(41,117,285)

  

Net liabilities
  
(5,156,691)
(3,800,374)


Capital and reserves
  

Called up share capital 
 8 
1
1

Profit and loss account
  
(5,156,692)
(3,800,375)

  
(5,156,691)
(3,800,374)


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




Hang Xu
Director

Date: 23 September 2024

The notes on pages 2 to 8 form part of these financial statements.

Page 1

 
PR UK NO. 1 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

PR UK No. 1 Limited ("the Company") is a private company, limited by shares, incorporated in England and Wales. Its registered office is East Lodge, Benham Valence Speen, Newbury, Berkshire, RG20 8EP. The principal activity is to develop a wellness retreat to provide rehabilitation services. 

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 following principal accounting policies have been applied:

 
2.2

Going concern

The financial statements for the Company have been prepared on a going basis. The Company recorded a loss for the financial year of £1,357,342 (2022 - £1,385,726) and had net liabilities of £5,157,716 (2022 - £3,800,374) at the balance sheet date.
The Company was incorporated on 21 December 2017 and acquired a property which it has been developing. In a prior year, the first phase of development of the property for use as a wellness retreat was completed, although this has yet to be opened to the public. As such, minimal income was received during the period. Having assessed the Company's budget and considered all other relevant matters, the Director considers it appropriate to prepare the financial statements on a going concern basis as the Director has assured himself that the Company will have sufficient resources to continue to remain in business for at least the next 12 months from the date of approval of these financial statements.
Liabilities are predominantly comprised of intercompany loans from related companies and the only external commitments are £8,700 
(2022 - £12,158) of accrued expenditure and £Nil (2022 - £Nil) in relation to a retentions included within other creditors. Although the related companies loans are repayable on demand and have been disclosed in the financial statements as falling due within one year, the related companies have confirmed that they will not call in the loans until the resources of the Company allow and not within 12 months of the date of approval of the financial statements.
In the event of the Company requiring financial support to further develop the property and meet its liabilities, Pengrui Hong Kong Holdings Limited, the parent company, has confirmed that it has undertaken to continue to provide such financial support as the Company requires.
As a result of the above, the Director considers it appropriate to prepare the financial statements on a going concern.

Page 2

 
PR UK NO. 1 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Page 3

 
PR UK NO. 1 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.5

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.6

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following bases:

Freehold property
-
50 years straight line
Plant and machinery
-
2-8 years straight line
Motor vehicles
-
4-5 years straight line
Fixtures and fittings
-
5 years straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.7

Debtors

Short-term debtors are measured at transaction price, less any impairment.

 
2.8

Cash and cash equivalents

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

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 4

 
PR UK NO. 1 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.10

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.


3.


Employees

The average monthly number of employees, including directors, during the year was 2 (2022 - 4).

Page 5

 
PR UK NO. 1 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Tangible fixed assets





Freehold property
Plant and machinery
Motor vehicles
Fixtures and fittings
Total

£
£
£
£
£



Cost or valuation


At 1 January 2023
37,080,887
52,542
26,410
1,477,011
38,636,850



At 31 December 2023

37,080,887
52,542
26,410
1,477,011
38,636,850



Depreciation


At 1 January 2023
857,562
25,089
18,802
418,486
1,319,939


Charge for the year on owned assets
541,618
9,481
4,963
295,402
851,464



At 31 December 2023

1,399,180
34,570
23,765
713,888
2,171,403



Net book value



At 31 December 2023
35,681,707
17,972
2,645
763,123
36,465,447



At 31 December 2022
36,223,325
27,453
7,608
1,058,525
37,316,911




The net book value of land and buildings may be further analysed as follows:


2023
2022
£
£

Freehold
35,681,707
36,223,325



5.


Debtors

2023
2022
£
£


Other debtors
990,385
399,467

Prepayments and accrued income
12,497
281

1,002,882
399,748


Page 6

 
PR UK NO. 1 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

6.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
44,345
88,232



7.


Creditors: Amounts falling due within one year

2023
2022
£
£

Amounts owed to group undertakings
42,660,665
41,593,107

Other creditors
-
3,658

Accruals and deferred income
8,700
8,500

42,669,365
41,605,265



8.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



1 (2022 - 1) Ordinary share of £1.00
1
1



9.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £1,613 (2022 - £1,848) contributions totalling £Nil (2022 £Nil) were payable to the fund at the balance sheet date and are included in creditors.


10.


Related party transactions

During the year, the expenses of the Company were paid by Pengrui Hong Kong Holdings Limited, the parent company, incorporated in Hong Kong. As at the year end, the balance due to the parent company amounted to £42,002,260 (2022 - £40,927,252).
As at the year end, an amount of £658,405 
(2022 - £665,855) was due to a fellow subsidiary.
Included within other debtors due within one year is an amout owed by a entity under common control totalling £900,681 (
2022 - £241,373). This loan is interest free and repayable on demand.

Page 7

 
PR UK NO. 1 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


Controlling party

The immediate parent undertaking is Pengrui Hong Kong Holdings Limited, an entity incorporated in Hong Kong. The ultimate controlling party is Shenzhen Parkland Group CO. Ltd, incorporated in China. The                          consolidated accounts, which include PR UK No. 1 Limited, can be obtained from 29F, One Shenzhen Bay Office Building, No.3088 Zhongxin Road, Nanshan District, Shenzhen, P.R. China.


12.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2023 was unqualified.

In their report, the auditors emphasised the following matter without qualifying their report:

We draw attention to note 2.2 in the financial statements, which indicates that the Company has generated losses in the year and has a net liability position at the year end. As stated in note 2.2, these events or conditions, along with the other matters as set forth in note 2.2, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

The audit report was signed on 23 September 2024 by Sooreeyen Iyaroo (Senior statutory auditor) on behalf of Barnes Roffe LLP.

 
Page 8