Company Registration No. 03674824 (England and Wales)
SUSSEX PLACE (GENERAL PARTNER) LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2023
20 Commerce Road
Lynch Wood
Peterborough
Cambridgeshire
England
PE2 6LR
SUSSEX PLACE (GENERAL PARTNER) LIMITED
CONTENTS
Page
Director's report
1 - 2
Independent auditor's report
3 - 6
Profit and loss account
7
Balance sheet
8
Notes to the financial statements
9 - 11
SUSSEX PLACE (GENERAL PARTNER) LIMITED
COMPANY INFORMATION
Director
Mr R I Gourlay
Secretary
Mr R I Gourlay
Company number
03674824
Registered office
58-60 Fitzroy Street
London
England
W1T 5BU
Accountants
TC Group
20 Commerce Road
Lynch Wood
Peterborough
Cambridgeshire
England
PE2 6LR
Auditor
Alliotts LLP
Friary Court
13-21 High Street
Guildford
Surrey
England
GU1 3DL
SUSSEX PLACE (GENERAL PARTNER) LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The director presents his annual report and financial statements for the year ended 31 December 2023.

Principal activities

Sussex Place (General Partner) Limited ('SPGPL' or 'the company') is the general partner of a venture capital fund, Regents Park Partners LP, investing principally in the UK. Under the partnership agreement the company, as general partner, has appointed Sussex Place Ventures Limited, as investment manager with control over investment decisions.

Director

The director who held office during the year and up to the date of signature of the financial statements was as follows:

Mr R I Gourlay
Auditor

In accordance with the company's articles, a resolution proposing that Alliotts LLP be reappointed as auditor of the company will be put at a General Meeting.

Statement of director's responsibilities

The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is required to:

 

 

The director is 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. He is 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.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

SUSSEX PLACE (GENERAL PARTNER) LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
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
Mr R I Gourlay
Director
18 April 2024
SUSSEX PLACE (GENERAL PARTNER) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SUSSEX PLACE (GENERAL PARTNER) LIMITED
- 3 -
Opinion

We have audited the financial statements of Sussex Place (General Partner) Limited (the 'company') for the year ended 31 December 2023 which comprise the profit and loss account, the balance sheet and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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:

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's 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 director's 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 director with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is 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.

SUSSEX PLACE (GENERAL PARTNER) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SUSSEX PLACE (GENERAL PARTNER) LIMITED
- 4 -

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

Matters on which we are required to report by exception

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 director's 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:

 

Responsibilities of director

As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has 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.

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.

SUSSEX PLACE (GENERAL PARTNER) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SUSSEX PLACE (GENERAL PARTNER) LIMITED
- 5 -
Extent to which the audit was considered capable of detecting irregularities, including fraud

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:Ÿ

Identifying and assessing potential risks related to irregularities

To address the risk of fraud through management bias and override of controls, we:Ÿ

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

SUSSEX PLACE (GENERAL PARTNER) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SUSSEX PLACE (GENERAL PARTNER) LIMITED
- 6 -

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the director and the inspection of regulatory and legal correspondence, if any.

 

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://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.

Stephen Meredith BA FCA DChA
(Senior Statutory Auditor)
For and on behalf of Alliotts LLP
18 April 2024
Chartered Accountants
Statutory Auditor
Friary Court
17-21 High Street
Guildford
Surrey
England
GU1 3DL
SUSSEX PLACE (GENERAL PARTNER) LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -
2023
2022
£
£
Turnover
28,000
21,098
Administrative expenses
(29,577)
(22,772)
Loss before taxation
(1,577)
(1,674)
Tax on loss
-
0
-
0
Loss for the financial year
(1,577)
(1,674)
SUSSEX PLACE (GENERAL PARTNER) LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 8 -
2023
2022
Notes
£
£
£
£
Current assets
Cash at bank and in hand
147
43
Creditors: amounts falling due within one year
3
(3,626)
(1,945)
Net current liabilities
(3,479)
(1,902)
Capital and reserves
Called up share capital
2
2
Profit and loss reserves
(3,481)
(1,904)
Total equity
(3,479)
(1,902)

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

The financial statements were approved and signed by the director and authorised for issue on 18 April 2024
Mr R I Gourlay
Director
Company Registration No. 03674824
SUSSEX PLACE (GENERAL PARTNER) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 9 -
1
Accounting policies
Company information

Sussex Place (General Partner) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 58-60 Fitzroy Street, London, England, W1T 5BU.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. 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 financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Going concern

The company receives income from the management of investments and pays this income up to its parent company as a management fee. It has limited activity and no current commitments.

 

After reviewing forecasts and projections, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and therefore continues to adopt the going concern basis in preparing the financial statements.

1.3
Turnover

Turnover comprises amounts receivable for the period from participation in the assets of a limited partnership in the form of a non-recourse loan, which will be satisfied by allocation against the company's share of future income of the partnerships. All turnover is attributable to the principal activity of the company and arises solely within the UK.

1.4
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

SUSSEX PLACE (GENERAL PARTNER) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 10 -
1.5
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ 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.

2
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2023
2022
Number
Number
Total
-
0
-
0
3
Creditors: amounts falling due within one year
2023
2022
£
£
Amounts owed to group undertakings
2,226
1,135
Other creditors
1,400
810
3,626
1,945
4
Revenues from the partnerhip and contingent liabilities

The company is the sole general partner in a limited partnership operating as a venture capital investment fund. It is entitled to a guaranteed income from the partnership, but otherwise does not participate. If upon the winding up of the partnership, the liabilities of the partnership exceed the limited partners outstanding capital and loans, the company is labile for the as shortfall of assets. The director is of the opinion that no liability is likely to arise in this respect.

5
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

SUSSEX PLACE (GENERAL PARTNER) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
5
Related party transactions
(Continued)
- 11 -

The company is the general partner of a venture capital fund. Regents Park Partners LP. The income received is paid directly to the investment manager and immediate parent, Sussex Place Ventures Limited.

 

At 31 December 2023 the company owed £1,623 (2022: £532) to Sussex Place Ventures Limited.

 

At 31 December 2023 the company owed £603 (2022: £603) to Regents Park Partners LP.

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