Company registration number 04712996 (England and Wales)
M1-A1 YORKSHIRE LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
M1-A1 YORKSHIRE LIMITED
COMPANY INFORMATION
Directors
Matthew Edwards
John Cavill
Secretary
Infrastructure Managers Limited
Company number
04712996
Registered office
Cannon Place
78 Cannon Street
London
EC4N 6AF
Independent Auditors
PricewaterhouseCoopers LLP
Chartered Accountants & Statutory Auditors
Atria One
144 Morrison Street
Edinburgh
EH3 8EX
Bankers
Lloyds Bank Plc
32 Oxford Street
London
W1R 2BS
M1-A1 YORKSHIRE LIMITED
CONTENTS
Page(s)
Directors' report
1 - 2
Directors' responsibilities statement
3
Independent auditors' report
4 - 7
Statement of comprehensive income
8
Statement of financial position
9
Statement of changes in equity
10
Notes to the financial statements
11 - 20
M1-A1 YORKSHIRE LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The directors present their annual report and the financial statements of M1-A1 Yorkshire Limited ("the Company") for the year ended 31 December 2023.

Principal activities

The principal activity of the Company is that of a holding company to Connect M1-A1 Holdings Limited. The principal activity of Connect M1-A1 Holdings Limited is that of a holding company to Connect M1-A1 Limited, Which operates and maintains the M1-A1 Link Road Limited (Lofthouse to Bramham) under the Government's Private Finance Initiative. The Company does not envisage any changes in activity for the foreseeable future.

Results and dividends

The results for the year are set out on page 8.

 

The profit for the financial year, after taxation, amounted to £4,426,219 (2022: profit of £6,149,331).

 

The directors are satisfied with the overall performance of the Company and do not foresee any significant change in the Company's activities in the coming financial year.

Ordinary dividends were paid amounting to £4,426,219 (2022: £8,303,966). The directors do not recommend payment of a further dividend.

Directors

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

Matthew Edwards
John Cavill
Qualifying third party indemnity provisions

The Company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Statement of disclosure to auditors

In the case of each director in office at the date the Directors' Report is approved:

 

•    so far as the director is aware, there is no relevant audit information of which the Company's auditors are     unaware; and

•    they have taken all the steps that they ought to have taken as a director in order to make themselves     aware of any relevant audit information and to establish that the Company's auditors are aware of that     information.

Key performance indicators

The directors believe that the analysis using key performance indicators for the Company is not necessary or appropriate for an understanding of the performance or position of the Company.

 

Climate change

The directors recognise that it is important to disclose their view of the impact of climate change on the Company. As a holding company, the Company itself does not trade. The Company's indirect subsidiary holds key operational contracts which are long-term and with a small number of known counterparties. In most cases, the cash flows from these contracts can be predicted with reasonable certainty for at least the medium-term. Having considered the Company's operations, including the operations of its subsidiary, its contracted rights and obligations and forecast cash flows, there is not expected to be a significant impact upon the Company's operational or financial performance arising from climate change.

M1-A1 YORKSHIRE LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Going concern

These financial statements have been prepared on the going concern basis for the reasons set out in the Accounting Policies.

Small companies exemption

This report has been prepared in accordance with the special provisions applicable to small companies within Part 15 of the Companies Act 2006. Exemption has also been taken from the requirement to prepare a Strategic Report.

This report was approved by the board of directors on 27 June 2024 and signed by order of the board by:
Chris Richardson
For and on behalf of Infrastructure Managers Limited
Secretary
27 June 2024
M1-A1 YORKSHIRE LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -

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 prepared the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland", 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 the financial statements, the directors are required to:

 

 

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.

 

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.

 

 

The financial statements were approved and signed by the director and authorised for issue on 27 June 2024

 

 

 

 

Matthew Edwards

Director                        

 

M1-A1 YORKSHIRE LIMITED
INDEPENDENT AUDITORS' REPORT
TO THE MEMBER OF M1-A1 YORKSHIRE LIMITED
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
Report on the audit of the financial statements
Opinion

In our opinion, M1-A1 Yorkshire Limited's financial statements:

 

 

 

 

We have audited the financial statements, included within the Annual Report and Financial Statements (the "Annual Report"), which comprise: the Statement of financial position as at 31 December 2023; the Statement of comprehensive income and the Statement of changes in equity for the year then ended; and the notes to the financial statements, which include a description of the significant accounting policies.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) ("ISAs (UK)") and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

 

Independence

We remained independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Conclusions relating to going concern

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.

 

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.

 

However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the company's ability to continue as a going concern.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

M1-A1 YORKSHIRE LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBER OF M1-A1 YORKSHIRE LIMITED
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -

Reporting on other information

The other information comprises all of the information in the Annual Report other than the financial statements and our auditors' report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon.

In connection with our audit of the financial statements, 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 audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. 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 based on these responsibilities.

With respect to the Directors' report, we also considered whether the disclosures required by the UK Companies Act 2006 have been included.

Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below.

Directors' Report

In our opinion, based on the work undertaken in the course of the audit, the information given in the Directors' report for the year ended 31 December 2023 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.

 

In light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we did not identify any material misstatements in the Directors' report.

Responsibilities for the financial statements and the audit
Responsibilities of the directors for the financial statements

As explained more fully in the Directors' responsibilities statement, the directors are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The directors are also responsible for such internal control as they 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.

M1-A1 YORKSHIRE LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBER OF M1-A1 YORKSHIRE LIMITED
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -

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.

 

Based on our understanding of the company and industry, we identified that the principal risks of non­-compliance with laws and regulations related to Companies Act 2006 and UK tax legislation, and we considered the extent to which non-compliance might have a material effect on the financial statements. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to inappropriate journal entries and the risk of management bias in accounting estimates. Audit procedures performed by the engagement team included:

 

 

 

 

 

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities for the audit of the financial statements is located on the FRC's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors' report.

Use of this report

This report, including the opinions, has been prepared for and only for the company's members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

 

Other required reporting

 

Companies Act 2006 exception reporting

Under the Companies Act 2006 we are required to report to you if, in our opinion:

 

 

 

 

 

We have no exceptions to report arising from this responsibility.

M1-A1 YORKSHIRE LIMITED
INDEPENDENT AUDITORS' REPORT (CONTINUED)
TO THE MEMBER OF M1-A1 YORKSHIRE LIMITED
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -

Entitlement to exemptions

Under the Companies Act 2006 we are required to report to you if, in our opinion, the directors were not entitled to: take advantage of the small companies exemption in preparing the Directors' report; and take advantage of the small companies exemption from preparing a strategic report. We have no exceptions to report arising from this responsibility.

Paul Cheshire (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Edinburgh
27 June 2024
M1-A1 YORKSHIRE LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
2023
2022
Notes
£
£
Administrative expenses
(14,698)
(36,909)
Operating loss
(14,698)
(36,909)
Interest receivable and similar income
5
7,299,126
10,108,954
Interest payable and similar expenses
6
(686,757)
(758,360)
Amounts written off investments
(2,171,452)
(3,164,354)
Profit before taxation
4,426,219
6,149,331
Tax on profit
7
-
0
-
0
Profit for the financial year
4,426,219
6,149,331

This income statement has been prepared on the basis that all operations are continuing operations.

The notes on pages 11 to 20 form part of these financial statements.

M1-A1 YORKSHIRE LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
31 December 2023
- 9 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
10
17,048,194
19,219,646
Current assets
Debtors: amounts falling due within one year
11
37,714,614
35,548,995
Cash at bank and in hand
264
294
37,714,878
35,549,289
Creditors: amounts falling due within one year
12
(7,424,713)
(7,555,458)
Net current assets
30,290,165
27,993,831
Total assets less current liabilities
47,338,359
47,213,477
Creditors: amounts falling due after more than one year
13
(8,160,877)
(8,035,995)
Net assets
39,177,482
39,177,482
Capital and reserves
Called up share capital
15
5,000,000
5,000,000
Profit and loss reserve
34,177,482
34,177,482
Total shareholders' funds
39,177,482
39,177,482

The notes on pages 11 to 20 form part of these financial statements.

The financial statements were approved by the board of directors and authorised for issue on 27 June 2024 and are signed on its behalf by:
Matthew Edwards
Director
Company registration number 04712996 (England and Wales)
M1-A1 YORKSHIRE LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
Called up share capital
Profit and loss reserve
Total
Notes
£
£
£
Balance at 1 January 2022
5,000,000
36,332,117
41,332,117
Year ended 31 December 2022:
Profit and total comprehensive income for the financial year
-
6,149,331
6,149,331
Dividends
8
-
(8,303,966)
(8,303,966)
Balance at 31 December 2022
5,000,000
34,177,482
39,177,482
Year ended 31 December 2023:
Profit and total comprehensive income for the financial year
-
4,426,219
4,426,219
Dividends
8
-
(4,426,219)
(4,426,219)
Balance at 31 December 2023
5,000,000
34,177,482
39,177,482

The notes on pages 11 to 20 form part of these financial statements.

M1-A1 YORKSHIRE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
1
Accounting policies
Company information

M1-A1 Yorkshire Limited ("the Company") is a private company limited by shares incorporated in the United Kingdom and is registered in England and Wales. The registered office is located at Cannon Place, 78 Cannon Street, London, EC4N 6AF.

 

The principal activity of the Company is that of a holding company to Connect M1-A1 Holdings Limited. The principal activity of Connect M1-A1 Holdings Limited is that of a holding company to Connect M1-A1 Limited, Which operates and maintains the M1-A1 Link Road Limited (Lofthouse to Bramham) under the Government's Private Finance Initiative. The Company does not envisage any changes in activity for the foreseeable future.

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.

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, as modified by the revaluation of certain financial assets and liabilities. The principal accounting policies adopted are set out below and have been consistently applied to the years presented, unless otherwise stated.

 

This Company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this Company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The Company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the Company are consolidated in the financial statements of BIIF Holdco Limited. These consolidated financial statements are available from its registered office, Cannon Place,78 Cannon Street, London, EC4N 6AF.

M1-A1 YORKSHIRE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 12 -
1.2
Going concern

The financial statements are prepared on a going concern basis which the directors believe to betrue appropriate for the following reasons.

 

Cash flow forecasts are prepared for the underlying investment looking over the expected life of the asset and so including the 12 month period from the date the financial statements are signed. In drawing up these forecasts, the directors have made assumptions based upon their view of the current and future economic conditions that will prevail over the forecast period.

 

The Company's cash flows are dependent on the performance of its investment. After reviewing the performance of the investment, which is done on a regular basis, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future.

 

In light of this, the directors continue to adopt the going concern basis of accounting in preparing the Company's annual financial statements.

1.3
Fixed asset investments

Interests in 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.

Entities in which the Company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

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.

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 statement of financial position when the Company becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include bank balances, are initially measured at transaction price including transaction costs and debtors are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial instruments are subsequently measured at fair value, with any changes recognised in the Statement of Comprehensive Income, with the exception of hedging instruments in a designated hedging relationship.

M1-A1 YORKSHIRE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 13 -
Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

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, including loans from fellow group undertakings are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Other financial liabilities

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company’s contractual obligations expire or are discharged or cancelled.

1.6
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.

1.7
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

M1-A1 YORKSHIRE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

2
Judgements and key sources of estimation uncertainty

In the application of the Company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows:

Impairment of investments

The carrying value of those assets recorded in the Company's Statement of Financial Position, at amortised cost less any impairment losses, could be materially reduced where circumstances exist which might indicate that an asset has been impaired and an impairment review is performed. Impairment reviews consider the fair value and/or value in use of the potentially impaired asset or assets and compare that with the carrying value of the asset or assets in the Statement of Financial Position. Any reduction in value arising from such a review would be recorded in the Statement of Comprehensive Income. Impairment reviews involve the significant use of assumptions. Consideration has to be given as to the price that could be obtained for the asset or assets, or in relation to a consideration of value in use, estimates of the future cash flows that could be generated by the potentially impaired asset or assets, together with a consideration of an appropriate discount rate to apply to those cash flows.

3
Auditors' remuneration

Auditors' remuneration of £4,000 (2022: £3,740) is borne by the intermediate parent company BIIF Bidco Limited.

M1-A1 YORKSHIRE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
4
Employees

The average number of persons employed by the Company during the financial year amounted to nil (2022: nil). The directors are not employed by the Company and did not receive any remuneration from the Company during the year (2022: £nil).

5
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest receivable from group companies
3,036,987
3,259,454
Income from fixed asset investments
Income from participating interests - joint ventures
4,262,139
6,849,500
7,299,126
10,108,954

Income from participating interests - joint ventures includes dividends of £3,824,500 (2022: £6,849,500) received from Connect M1-A1 Holdings Limited.

6
Interest payable and similar expenses
2023
2022
£
£
Interest payable to group undertakings
686,757
684,678
Other interest payable and similar expenses
-
0
73,682
686,757
758,360
M1-A1 YORKSHIRE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
7
Taxation on profit

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Profit before taxation
4,426,219
6,149,331
Expected tax charge based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
1,041,071
1,168,373
Tax effect of expenses that are not deductible in determining taxable profit
543,560
631,567
Tax effect of income not taxable in determining taxable profit
(899,543)
(1,301,405)
Group relief
(681,638)
(461,656)
Transfer pricing adjustments
(3,450)
(36,879)
Taxation charge for the year
-
-
8
Dividends
2023
2022
2023
2022
Per share
Per share
Total
Total
£
£
£
£
Ordinary shares
Final paid
0.89
1.66
4,426,219
8,303,966

Dividends paid during the year (excluding those for which a liability existed at the end of the prior year).

9
Impairments
2023
2022
Notes
£
£
In respect of:
Fixed asset investments
10
2,171,452
3,164,354
Recognised in:
Amounts written off investments
2,171,452
3,164,354

The impairment loss relates to the Company's equity investment in Connect M1-A1 Holdings Limited. It arose as the investment is due to reach maturity in March 2026 and it's carrying value no longer reflected the value of the projected discounted future cashflows.

M1-A1 YORKSHIRE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 17 -
10
Fixed asset investments
2023
2022
Notes
£
£
Investments in joint ventures
14,193,775
16,365,227
Loans to joint ventures
2,854,419
2,854,419
17,048,194
19,219,646
Movements in fixed asset investments
Shares in joint ventures
Loans to joint ventures
Total
£
£
£
Cost or valuation
At 1 January 2023 & 31 December 2023
49,055,000
2,854,419
51,909,419
Impairment
At 1 January 2023
32,689,773
-
32,689,773
Impairment losses
2,171,452
-
2,171,452
At 31 December 2023
34,861,225
-
34,861,225
Carrying amount
At 31 December 2023
14,193,775
2,854,419
17,048,194
At 31 December 2022
16,365,227
2,854,419
19,219,646

The carrying value of the investment is supported by the net assets of the joint venture. The impairment recorded in the financial year relates to the Company's equity investment in Connect M1 A1 Holdings Limited.

 

The Company owns 50% (2021: 50%) of the Ordinary Share Capital of Connect M1-A1 Holdings Limited, a Company registered in England and Wales, 6th Floor 350 Euston Road, Regents Place, London, NW1 3AX. Its principal activity is infrastructure investment.

 

Interest accrues on the subordinated loan stock to Connect M1-A1 Holdings Limited at 15% compounded every six months. Interest payments are due every March and September.

 

Connect M1-A1 Holdings Limited has a 100% (2021: 100%) equity interest in Connect M1- A1 Limited (Registered office: 6th Floor 350 Euston Road, Regents Place, London, NW1 3AX), a toll road operator which owns a 30 year concession to operate the M1-A1 Link shadow toll road. The M1- A1 Link road is a motorway link of almost thirty kilometres in length, which provides a strategic connection between the M1 and M62 motorways south of Leeds and the A1 Trunk Road south of Wetherby in the UK.

M1-A1 YORKSHIRE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 18 -
11
Debtors
2023
2022
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
37,344,843
35,123,390
Prepayments and accrued income
369,771
425,605
37,714,614
35,548,995

Prepayment and accrued income are trading balances, are not interest bearing and are repayable on demand.

 

Amounts owed by group undertakings include trading balances which are unsecured, bear interest at 8.4% and are repayable on demand.

12
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Other borrowings
14
7,250,000
7,250,000
Amounts owed to group undertakings
141,623
140,084
Other creditors
33,090
165,374
7,424,713
7,555,458

Amounts owed to group undertakings relates to accrued interest on the loan advanced by the immediate parent entity. These amounts are unsecured, interest free and are repayable on demand.

13
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Other borrowings
14
8,160,877
8,035,995
M1-A1 YORKSHIRE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 19 -
14
Loans and overdrafts
2023
2022
£
£
Loans from group undertakings
7,250,000
7,250,000
Loans from undertakings in which the company has a participating interest
8,160,877
8,035,995
15,410,877
15,285,995
Payable within one year
7,250,000
7,250,000
Payable after one year
8,160,877
8,035,995

Loans from group undertakings are unsecured, accrue interest at 7.75% and are repayable on demand.

 

Loans from undertakings in which the company has a participating interest relate entirely to an unsecured, non interest bearing upstream loan which is repayable on 30 September 2025. Under FRS 102, the loan meets the definition of a financing arrangement and was measured at its fair value at the outset of the loan. The difference between the nominal value and the fair value has been included within the interest payable to group undertakings (see note 6).

15
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
5,000,000
5,000,000
5,000,000
5,000,000

There is a single class of ordinary share. There are no restrictions on the distribution of dividends and the repayment of capital.

16
Related party transactions

The Company is wholly owned by BIIF Holdco Limited and has taken advantage of the exemption in section 33 of FRS 102 'Related Party Disclosures', that allows it not to disclose transactions with wholly owned members of a group.

 

The following disclosures are with entities in the group that are not wholly owned:

 

The Company has a 50% (2022: 50%) interest in the ordinary share capital of Connect M1-A1 Holdings Limited ("CHL"), a joint venture with Balfour Beatty plc. The Company received interest of £441,572 (2022: £1,454,466) in respect of debt advanced under two subordinated loan agreements with a subsidiary of CHL, Connect M1-A1 Limited ("Connect"). The Company also received capital repayments of £nil (2022: £nil) from Connect in respect of these loans, leaving a balance at the year end, including accrued interest, of £3,224,190 (2022: £3,280,024).

 

Connect M1-A1 Holdings limited has issued an upstream loan in equal shares to both the Company and Balfour Beatty plc. The cash balance outstanding by the Company at the year end is £8,384,000 (2022: £8,384,000).

M1-A1 YORKSHIRE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 20 -
17
Ultimate controlling party

The immediate parent undertaking is M1-A1 Investments Limited.

 

The intermediate parent undertaking is BIIF Holdco Limited, which is the parent undertaking of the smallest and largest group to consolidate these financial statements. Copies of BIIF Holdco Limited consolidated financial statements can be obtained from the Company Secretary at Cannon Place, 78 Cannon Street, London, EC4N 6AF.

The ultimate parent and controlling party is BIIF L.P. BIIF L.P. is owned by a number of investors with no one investor having individual control.

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