Company registration number 11033966 (England and Wales)
ERIUGENA INVESTMENTS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ERIUGENA INVESTMENTS LIMITED
COMPANY INFORMATION
Directors
J McDonagh
(Appointed 19 May 2023)
JS Gordon
(Appointed 3 May 2023)
Secretary
Resolis Limited
Company number
11033966
Registered office
1 Park Row
Leeds
United Kingdom
LS1 5AB
Independent auditor
Azets Audit Services Ireland Limited
3rd Floor
40 Mespil Road
Dublin 4
Republic of Ireland
D02 C2N4
ERIUGENA INVESTMENTS LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditors' report
3 - 4
Statement of comprehensive income
5
Balance sheet
6
Statement of changes in equity
7
Notes to the financial statements
8 - 11
ERIUGENA INVESTMENTS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 1 -

The Directors present their annual report and financial statements for the year ended 31 March 2024.

Principal activities

Eriugena Investments Limited holds investments in Eriugena Holdings Limited and indirectly in Eriugena Designated Activity Company, companies incorporated and domiciled in the Republic of Ireland.

 

Eriugena Designated Activity Company’s principal activity is the construction and operation of two university campus buildings at the Grangegorman campus site, Dublin 7. Eriugena Designated Activity Company entered in to a concession contract with The Minister for Education and Skills on 28 March 2018 with a term of 25 years from completion of construction.

Results and dividends

The results for the year are set out on page 5. No dividends were paid during the year.

Directors

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

R Osborne
(Resigned 13 July 2023)
A Dunne
(Resigned 31 August 2023)
G McRann
(Appointed 13 July 2023 and resigned 31 August 2023)
J McDonagh
(Appointed 19 May 2023)
JS Gordon
(Appointed 3 May 2023)
Auditor

The auditor, Azets Audit Services Ireland, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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.

 

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
..............................
JS Gordon
Director
Date: .............................................
2024-10-09
ERIUGENA INVESTMENTS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -

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

 

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have 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 Directors must not approve the financial statements unless they are 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 Directors are required to:

 

 

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 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.

ERIUGENA INVESTMENTS LIMITED
INDEPENDENT AUDITORS' REPORT
TO THE MEMBERS OF ERIUGENA INVESTMENTS LIMITED
- 3 -
Opinion

We have audited the financial statements of Eriugena Investments Limited (the 'Company') for the year ended 31 March 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity 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 Financial Reporting Standard 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 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 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 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.

Other information

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.

Opinions on other matters prescribed by the Companies Act 2006

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

ERIUGENA INVESTMENTS LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBERS OF ERIUGENA INVESTMENTS LIMITED
- 4 -
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 Directors' Report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

 

Responsibilities of directors

As explained more fully in the Directors' responsibilities statement, the Directors are 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 Directors determine 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 Directors are 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 Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Auditors' 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 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.

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 auditors' 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 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.

...............................
David McGarry
for and on behalf of
Azets Audit Services Ireland Limited
3rd Floor
40 Mespil Road
Dublin 4
D02 C2N4
ERIUGENA INVESTMENTS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024
- 5 -
2024
2023
Notes
€'000
€'000
Turnover
-
-
Interest receivable and similar income
4
2,534
2,406
Interest payable and similar expenses
5
(2,534)
(2,406)
Profit before taxation
-
0
-
0
Tax on profit
-
0
-
0
Profit for the financial year
-
0
-
0

All the activities of the Company are from continuing operations.

 

There are no gains or losses for the current period other than that stated above.

The notes on pages 8 to 11 form part of these financial statements.

ERIUGENA INVESTMENTS LIMITED
BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 6 -
2024
2023
Notes
€'000
€'000
€'000
€'000
Fixed assets
Investments
6
50
50
Current assets
Debtors falling due after more than one year
7
23,438
23,291
Debtors falling due within one year
7
3,013
2,832
26,451
26,123
Creditors: amounts falling due within one year
8
(3,013)
(2,832)
Net current assets
23,438
23,291
Total assets less current liabilities
23,488
23,341
Creditors: amounts falling due after more than one year
9
(23,438)
(23,291)
Net assets
50
50
Capital and reserves
Called up share capital
10
50
50
Total equity
50
50

The notes on pages 8 to 11 form part of these financial statements.

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 by the Board of Directors and authorised for issue on ......................... and are signed on its behalf by:
2024-10-09
..............................
JS Gordon
Director
Company Registration No. 11033966
ERIUGENA INVESTMENTS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 7 -
Share capital
Profit and loss reserves
Total
€'000
€'000
€'000
Balance at 1 April 2022
50
-
0
50
Year ended 31 March 2023:
Profit and total comprehensive income for the year
-
-
0
-
0
Balance at 31 March 2023
50
-
0
50
Year ended 31 March 2024:
Profit and total comprehensive income for the year
-
-
0
-
0
Balance at 31 March 2024
50
-
0
50
ERIUGENA INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 8 -
1
Accounting policies
Company information

Eriugena Investments Limited is a private company limited by shares incorporated in England and Wales. The registered office is 1 Park Row, Leeds, United Kingdom, LS1 5AB.

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 euros, which is the functional currency of the Company. Monetary amounts in these financial statements are rounded to the nearest €'000.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below,

Disclosures and Consolidation

 

The Company’s parent undertaking, EIH PPP Limited includes the Company in its consolidated financial statements. The consolidated financial statements of EIH PPP Limited are prepared in accordance with FRS 102 and are available to the public and may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ. In these financial statements, the Company is considered to be a qualifying entity (for the purposes of this FRS) and has applied the exemptions available under FRS 102 in respect of the following disclosures:

 

 

As the consolidated financial statements of EIH PPP Limited include the equivalent disclosures,the Company has also taken the exemptions under FRS 102.11 Basic Financial Instruments and FRS 102.12 Other Financial Instruments in respect of financial instruments not falling within the fair value accounting rules of Paragraph 36(4) of Schedule 1.

1.2
Going concern

The Directors have reviewed the subsidiary Company’s projected profits and cash flows by reference to a financial model covering accounting periods up to March 2045. Having examined the current status of the Company’s principal contracts and likely developments in the foreseeable future, the Directors consider that the Company will be able to settle its liabilities as they fall due and accordingly the financial statements have been prepared on a going concern basis.true

1.3
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.

ERIUGENA INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 9 -
1.4
Financial instruments
Trade and other receivables

Trade and other receivables, including amounts owed by group companies, are recognised initially at transaction price (including transaction costs) unless a financing arrangement existed in which case they are measured at the present value of future receipts discounted at a market rate. Subsequently these are measured at amortised cost less any provision for impairment. A provision for impairment of trade receivables is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of receivables. The amount of the provision is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the effective interest rate. All movements in the level of provision required are recognised in the profit and loss.

Trade and other payables

Trade and other payables are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

2
Judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

 

Due to its nature as a holding company, there are no significant estimates used.

3
Employees

The Company had no employees during the year and Directors received no emoluments.

4
Interest receivable and similar income
2024
2023
€'000
€'000
Interest receivable and similar income includes the following:
Interest receivable from group companies
2,534
2,406
5
Interest payable and similar expenses
2024
2023
€'000
€'000
Interest payable and similar expenses includes the following:
Interest payable to group undertakings
2,534
2,406
6
Fixed asset investments
2024
2023
€'000
€'000
Shares in group undertakings and participating interests
50
50
ERIUGENA INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
6
Fixed asset investments
(Continued)
- 10 -

The Company's investment represents its 100% shareholding in Eriugena Holdings Limited. Eriugena Holdings Limited holds 100% of the share capital in Eriugena Designated Activity Company. Both companies are incorporated in the Republic of Ireland.

 

Eriugena Designated Activity Company’s principal activity is the construction and operation of two university campus buildings at the Grangegorman campus site, Dublin 7. Eriugena Designated Activity Company entered in to a concession contract with The Minister for Education and Skills on 28 March 2018 with a term of 25 years from completion of construction.

 

The Directors have reviewed the forecasts and projections of Eriugena Designated Activity Company and based on this review are satisfied that the investment is not impaired.

7
Debtors
2024
2023
Amounts falling due within one year:
€'000
€'000
Amounts owed by group undertakings
3,013
2,832
2024
2023
Amounts falling due after more than one year:
€'000
€'000
Amounts owed by group undertakings
23,438
23,291
Total debtors
26,451
26,123

The Company is a party to a loan note subscription agreement with Eriugena Designated Activity Company. The loan receivable from this agreement amounts to €28,644,731 as of 31 March 2024 (2023: €28,644,731). Issue costs of €5,546,000 have been incurred and are being amortised over the life of the debt. The loan earns interest at a rate of 7.3% per annum. This rate, together with a surcharge of 2%, is also charged on any unpaid interest. The final repayment is due in March 2045.

 

8
Creditors: amounts falling due within one year
2024
2023
€'000
€'000
Amounts owed to group undertakings
3,013
2,832
9
Creditors: amounts falling due after more than one year
2024
2023
€'000
€'000
Amounts owed to group undertakings
23,438
23,291
ERIUGENA INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
9
Creditors: amounts falling due after more than one year
(Continued)
- 11 -

The Company is a party to a loan note subscription agreement with Dalmore Capital 28 GP Limited. The loan payable from this agreement amounts to €28,644,731 as of 31 March 2024 (2023: €28,644,731). Issue costs of €5,546,000 have been incurred and are being amortised over the life of the debt. The loan charges interest at a rate of 7.3% per annum. This rate, together with a surcharge of 2%, is also applied on any unpaid interest. The final repayment is due in March 2045.

10
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
€'000
€'000
Issued and fully paid
Ordinary shares of €1.136958 each
43,977
43,977
50
50
The Ordinary shares have been translated into Euro at the balance sheet date of 31 March 2024 using the spot exchange rate.

The Company has one class of Ordinary shares. The holders of the Ordinary shares are entitled to receive dividends and are entitled to one vote per share at meetings of the Company.

11
Events after the reporting date

There were no significant events affecting the Company since year end.

12
Parent company

The immediate parent undertaking of the Company is EIH PPP Limited. The controlling party of the Company is Euro II PPP Platform Limited Partnership, whose ultimate parent undertaking and ultimate controlling party, is Dalmore Intermediate Limited.

 

The smallest and largest group in which the Company is consolidated is EIH PPP Limited, a company registered in the United Kingdom (registration number 11031942). The registered address of this entity is 1 Park Row, Leeds, LS1 5AB.

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