Company registration number 07478306 (England and Wales)
COWELEY LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
PAGES FOR FILING WITH REGISTRAR
COWELEY LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 7
COWELEY LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 1 -
2023
2022
Notes
AUD
AUD
AUD
AUD
Fixed assets
Investments
4
35,040,001
35,040,001
Current assets
Debtors
6
17,345,458
87,665
Cash at bank and in hand
179,940
58,920
17,525,398
146,585
Creditors: amounts falling due within one year
7
(52,492,764)
(35,874,600)
Net current liabilities
(34,967,366)
(35,728,015)
Net assets/(liabilities)
72,635
(688,014)
Capital and reserves
Called up share capital
8
153
153
Profit and loss reserves
72,482
(688,167)
Total equity
72,635
(688,014)
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered 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 were approved by the board of directors and authorised for issue on 16 September 2024 and are signed on its behalf by:
Paolo Balen
Madan Harree
Director
Director
Company registration number 07478306 (England and Wales)
COWELEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
1
Accounting policies
Company information
Coweley Limited is a private company limited by shares incorporated in England and Wales. The registered office is Ground Floor, 13 Charles ll Street, London, England, SW1Y 4QU.
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 AUD, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest AUD.
The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the 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.
1.2
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.3
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.
Basic financial assets
Basic financial assets include debtors and cash and bank balances.
Debtors
Debtors do not carry any interest and are stated at their nominal value. Appropriate allowances for estimated irrecoverable amounts are recognised in the Profit and Loss account when there is objective evidence that the asset is impaired.
Cash at bank and in hand
Cash at bank and in hand include cash in hand, deposits held at call with banks and other short-term liquid investments with original maturities of three months or less. Bank overdrafts are shown within borrowings in current liabilities.
COWELEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 3 -
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities include creditors. Creditors are not interest bearing and are stated at their nominal value.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.4
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.5
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.6
Foreign exchange
Transactions in currencies other than AUD are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation are included in the profit and loss account for the period.
2
Employees
The average monthly number of persons (excluding directors) employed by the company during the year was:
2023
2022
Number
Number
Total
1
1
COWELEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
3
Taxation
2023
2022
AUD
AUD
UK corporation tax on profits for the current period
75,209
4
Fixed asset investments
2023
2022
AUD
AUD
Investments
35,040,001
35,040,001
Movements in fixed asset investments
Shares in group undertakings
AUD
Cost or valuation
At 1 January 2023 & 31 December 2023
35,040,001
Carrying amount
At 31 December 2023
35,040,001
At 31 December 2022
35,040,001
COWELEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
5
Subsidiaries
Details of the company's subsidiaries at 31 December 2023 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Coweley Australia PTY Ltd
Australia
Ordinary
100.00
Coweley Clarence PTY Ltd
Australia
Ordinary
50.01
Coweley Queen PTY Ltd
Australia
Ordinary
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
AUD
AUD
Coweley Australia PTY Ltd
61,258,447
(6,820,255)
Coweley Clarence PTY Ltd
7,554,480
(1,527,177)
Coweley Queen PTY Ltd
34,086,786
(43,693)
6
Debtors
2023
2022
Amounts falling due within one year:
AUD
AUD
Withholding tax
19,494
3,344
Amounts due from group undertakings
17,325,697
84,076
Other debtors
267
245
17,345,458
87,665
7
Creditors: amounts falling due within one year
2023
2022
AUD
AUD
Trade creditors
5,586
44,098
Amounts owed to group undertakings
44,033
Taxation and social security
168
160
Other creditors
52,442,977
35,830,342
52,492,764
35,874,600
8
Called up share capital
2023
2022
AUD
AUD
Ordinary share capital
Issued and fully paid
100 Ordinary shares of £1 each
153
153
COWELEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
9
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Senior Statutory Auditor:
Sooreeyen Iyaroo
Statutory Auditor:
Barnes Roffe LLP
Date:
COWELEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -
10
Related party transactions
Included within amounts due from group undertakings are amounts due from various connected companies of AUD 98,614 (2022 - AUD 63,777) in respect of costs incurred during the year paid by Coweley Limited. This is an interest free loan and repayable upon demand.
Also included within amounts due from group undertakings are interest bearing loans which total AUD 17,227,083 (2022 - AUD 20,298) due from the subsidiaries of the group. This balance is made up of capital of AUD 16,570,000 (2022 - AUD 20,000) and accruing interest in the amount of AUD 657,083 (2022 AUD 298). These loans are unsecured and repayable upon demand.
Included with creditors are non interest bearing loans from the shareholder of AUD 52,434,977 (2022: AUD 35,830,342). The loans are unsecured and are repayable on demand.
11
Parent company
The Company's immediate parent company is ST Real Estate Holding Inc., a company domiciled and registered in the Cayman Islands.
The ultimate controlling party is ST Group Holding Inc. which is a company registered in the Cayman Islands.