Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2023
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DAR 150 HOLBORN DEVELOPMENT LIMITED
COMPANY INFORMATION
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DAR 150 HOLBORN DEVELOPMENT LIMITED
CONTENTS
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DAR 150 HOLBORN DEVELOPMENT LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The Company operates as a property development company on behalf of 150 Holborn Real Estate Limited, a fellow subsidiary undertaking. The principal activity of the Company is the development of the 150 Holborn building project in Central London. The purpose of the property under development will be to serve as an office to support the group's operations. The Company is outsourcing the construction contract to McLaren Construction (London) Limited. Costs incurred are re-charged to 150 Holborn Real Estate Limited at cost plus 0.25% in accordance with the development agreement.
The group provides in-house consultancy services to the Company in relation to the property development. These services are re-charged to the Company at cost plus 0.25% by Dar Plus Limited (a fellow subsidiary undertaking). Turnover for the year was £1,056,178 (2022 - £24,038,757). The directors expect the level of activity to decrease over the coming years as the project comes to an end. The Company made a loss in the year of £457, (2022 - £272,020 profit). This is after deducting total foreign exchange losses of £7,917 (2022 - £211,172 gain). Removing the effect of foreign exchange losses, the company made a profit of £7,460 (2022 - £60,848). Dar Al-Handasah Consultants Shair & Partners Holdings Limited, the ultimate parent undertaking, manages its Key Performance Indicators (KPIs) at a segment and geographical level. As a result the directors have taken the decision not to disclose KPIs in the Company's financial statements as they are not necessary to understand the performance or position of the business of the Company. The directors are confident that the current business development activities and strategies of its fellow group undertakings, operating in the emerging markets in which the Dar Al-Handasah group is experienced and specialises, are sufficient to sustain the on-going operation of the Company.
Business risk: As the Company's sole purpose is the development of the 150 Holborn building project, the main risk exposure to the Company is the injury to persons or property damage. Currie & Brown UK Limited, who are acting as the Company's agent, are responsible for overseeing the property development. Project valuations are carried out at various stages of the development by Currie & Brown UK Limited to monitor stage of completion.
Liquidity risk: The development project is funded by the ultimate parent undertaking, Dar Al-Handasah Consultants Shair & Partners Holdings Limited. The Company's ability to meet its financial obligations is dependent on this financial commitment.
This report was approved by the board and signed on its behalf.
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DAR 150 HOLBORN DEVELOPMENT LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The directors present their report and the financial statements for the year ended 31 December 2023.
The directors are responsible for preparing the Annual 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 judgements and accounting estimates that are reasonable and prudent;
∙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.
Results and dividends The loss for the year amounted to £457 (2022 - £272,020 profit). The directors do not recommend a final dividend (2022 - £nil). Future development and going concern The Company will continue operating until all matters concerning the development of the 150 Holborn building project have been concluded. The Company has total net assets at the balance sheet date of £113,546. As an intrinsic element of the development of 150 Holborn, the ultimate parent company has committed to provide financial support as is required to enable the Company to meet its financial obligations as they fall due for a period of at least 12 months from the date of approval of these financial statements. Therefore, the directors believe it is appropriate to adopt the going concern basis in preparing the financial statements.
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DAR 150 HOLBORN DEVELOPMENT LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
The directors who served during the year were:
Certain items required under Schedule 7 to be disclosed in the Directors' Report are set out in the Strategic Report in accordance with S.414C(II) of the Companies Act 2006; these being the Company's principal risks and uncertainties.
Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
There have been no significant events affecting the Company since the year end.
The auditor, MHA, has been appointed in the year in accordance with section 485 of the Companies Act 2006.
A resolution to reappoint MHA MacIntyre Hudson as auditor will be proposed at the forthcoming Annual General Meeting.
This report was approved by the board and signed on its behalf.
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DAR 150 HOLBORN DEVELOPMENT LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DAR 150 HOLBORN DEVELOPMENT LIMITED
We have audited the financial statements of Dar 150 Holborn Development Limited (the 'Company') for the year ended 31 December 2023, which comprise the Statement of income and retained earnings, the Balance sheet, the Statement of cash flows 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 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 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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DAR 150 HOLBORN DEVELOPMENT LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DAR 150 HOLBORN DEVELOPMENT LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's 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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DAR 150 HOLBORN DEVELOPMENT LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DAR 150 HOLBORN DEVELOPMENT LIMITED (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 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:
∙reviewing minutes of meetings of those charged with governance;
∙performing audit work over the risk of management override of controls, including testing of journal entries
and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;
∙reviewing financial statement disclosures and testing to supporting documentation to assess compliance
with applicable laws and regulations; and
∙enquiry of management and those charged with governance around actual and potential litigation and
claims.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
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 Auditor's Report.
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DAR 150 HOLBORN DEVELOPMENT LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DAR 150 HOLBORN DEVELOPMENT LIMITED (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 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.
for and on behalf of
Statutory Auditor
Maidstone
United Kingdom MHA is the trading name of MacIntyre Hudson LLP, a limited liability partnership in England and Wales (registered number OC312313)
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DAR 150 HOLBORN DEVELOPMENT LIMITED
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 DECEMBER 2023
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DAR 150 HOLBORN DEVELOPMENT LIMITED
REGISTERED NUMBER: 11012410
BALANCE SHEET
AS AT 31 DECEMBER 2023
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 12 to 20 form part of these financial statements.
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DAR 150 HOLBORN DEVELOPMENT LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
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DAR 150 HOLBORN DEVELOPMENT LIMITED
ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023
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DAR 150 HOLBORN DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Dar 150 Holborn Development Limited is a private company limited by shares and incorporated in England within the United Kingdom. The address of the registered office is 150 Holborn, London, EC1N 2NS.
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 judgement in applying the Company's accounting policies (see note 3).
The financial statements are presented in sterling which is the functional currency of the Company and rounded to the nearest £1.
The following principal accounting policies have been applied:
The Company has a loss in the year of £457. As the Company is an intrinsic element of the development of 150 Holborn, the ultimate parent company has committed to provide financial support as is required to enable the Company to meet its financial obligations as they fall due for a period of at least 12 months from the date of approval of these financial statements. Therefore, the directors believe it is appropriate to adopt the going concern basis in preparing the financial statements.
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DAR 150 HOLBORN DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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DAR 150 HOLBORN DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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.
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.
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.
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 receipts 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 liabilities
Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.
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DAR 150 HOLBORN DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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DAR 150 HOLBORN DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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DAR 150 HOLBORN DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
There were no factors that may affect future tax charges.
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DAR 150 HOLBORN DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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DAR 150 HOLBORN DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Profit and loss account
HMRC have opened a VAT enquiry due to unpaid purchase invoices of over 6 months old, for which input VAT has previously been claimed but not repaid to HMRC. The directors are of the opinion that, as these invoices relate to transactions with other group companies, the net effect would be £nil as the other group companies would be able to reclaim bad debt relief on debts over 6 months.
A VAT assessment has not been issued. However, the provisional calculations show a total amount payable by the Company of £364,922. It is not known whether HMRC will levy interest and / or penalties. Due to uncertainty over whether a liability will crystallise from this inquiry, a liability has not been recognised in these financial statements.
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DAR 150 HOLBORN DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
As at 31 December 2023, the Company had capital commitments in relation to the development agreement with McLaren Construction (London) Limited. The capital commitment outstanding at the balance sheet date is £1,455,251.
18.Other financial commitments
The Company is listed as a guarantor with respect to a loan within Dar Re Finance Co Limited, a fellow subsidiary undertaking in the group directly involved in the development of 150 High Holborn. Each guarantor has a joint and several obligation with respect to the loan as if they were the original borrower. At the balance sheet date, the loan principal, interest and arrangement fees totals £100,756,165.
The Company did not pay any remuneration to key management personnel during the current or previous year.
The Company is a wholly owned subsidiary of Dar Al-Handasah Consultants Shair & Partners Holdings Limited, a company registered in Jersey, and of its ultimate parent, Dar Al-Handasah Consultants Shair & Partners Holdings Limited, a company registered in Dubai. The ultimate parent undertaking and the smallest and largest group to consolidate these financial statements is
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