Company Registration No. 15093369 (England and Wales)
TTG Portsmouth Limited
Unaudited financial statements
for the period ended 31 March 2024
Pages for filing with the registrar
TTG Portsmouth Limited
Contents
Page
Statement of financial position
1 - 2
Statement of changes in equity
3
Notes to the financial statements
4 - 10
TTG Portsmouth Limited
Statement of financial position
As at 31 March 2024
31 March 2024
1
2024
Notes
£
£
Fixed assets
Tangible assets
3
74,269
Investments
4
750,000
824,269
Current assets
Debtors
5
1,806,247
Cash at bank and in hand
148,243
1,954,490
Creditors: amounts falling due within one year
6
(2,043,638)
Net current liabilities
(89,148)
Total assets less current liabilities
735,121
Creditors: amounts falling due after more than one year
7
(75,000)
Net assets
660,121
Capital and reserves
Called up share capital
8
750,000
Profit and loss reserves
(89,879)
Total equity
660,121

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

For the financial period ended 31 March 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the period in question in accordance with section 476.

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

TTG Portsmouth Limited
Statement of financial position (continued)
As at 31 March 2024
31 March 2024
2
The financial statements were approved by the board of directors and authorised for issue on 8 November 2024 and are signed on its behalf by:
Jonathan Boys
Director
Company Registration No. 15093369
TTG Portsmouth Limited
Statement of changes in equity
For the period ended 31 March 2024
3
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 24 August 2023
-
0
-
0
-
Period ended 31 March 2024:
Loss and total comprehensive income
-
(89,879)
(89,879)
Issue of share capital
8
20,250,000
-
20,250,000
Reduction of shares
8
(19,500,000)
-
0
(19,500,000)
Balance at 31 March 2024
750,000
(89,879)
660,121
TTG Portsmouth Limited
Notes to the financial statements
For the period ended 31 March 2024
4
1
Accounting policies
Company information

TTG Portsmouth Limited is a private company limited by shares incorporated in England and Wales. The registered office is Midland House, 2 Poole Road, Bournemouth, Dorset, United Kingdom, BH2 5QY.

1.1
Reporting period

These financial statements are for the shortened period ended 31 March 2024. The accounting period was shortened to align the financial period with the Company's subsidiaries.

1.2
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

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

1.3
Going concern

These financial statements are prepared on the going concern basis. The directors have a reasonable expectation that the company will continue in operational existence for the foreseeable future with their continued support through unsecured advances to the Company. Total advances to the Company are £1.8million and are included in other creditors as repayable within one year as there is no formal agreement in place and repayable on demand. It is not expected that these will be sought to repaid until the Company is in a position to do so.true

1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the activity of letting and operating owned or leased real estate, and is shown net of VAT and other sales related taxes.

1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold land and buildings
25% straight line
Fixtures and fittings
15% reducing balance and 25% straight line
Computers
25% reducing balance
Motor vehicles
25% reducing balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

TTG Portsmouth Limited
Notes to the financial statements (continued)
For the period ended 31 March 2024
1
Accounting policies (continued)
5
1.6
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.

1.7
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.8
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.

1.9
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.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

TTG Portsmouth Limited
Notes to the financial statements (continued)
For the period ended 31 March 2024
1
Accounting policies (continued)
6
Basic financial assets

Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and 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.

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 creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.10
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.

1.11
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.

 

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.

1.12
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.13
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

TTG Portsmouth Limited
Notes to the financial statements (continued)
For the period ended 31 March 2024
7
2
Employees

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

2024
Number
Total
4
3
Tangible fixed assets
Leasehold land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 24 August 2023
-
0
-
0
-
0
Additions
50,350
27,175
77,525
Disposals
-
0
(68)
(68)
At 31 March 2024
50,350
27,107
77,457
Depreciation and impairment
At 24 August 2023
-
0
-
0
-
0
Depreciation charged in the period
44
3,144
3,188
At 31 March 2024
44
3,144
3,188
Carrying amount
At 31 March 2024
50,306
23,963
74,269
4
Fixed asset investments
2024
£
Shares in group undertakings and participating interests
750,000
TTG Portsmouth Limited
Notes to the financial statements (continued)
For the period ended 31 March 2024
4
Fixed asset investments (continued)
8
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 24 August 2023
-
Additions
20,301,108
Impairment
(51,108)
Disposals
(19,500,000)
At 31 March 2024
750,000
Carrying amount
At 31 March 2024
750,000

On 9th October 2023 the company was part of a capital reduction demerger whereby it became the ultimate holding company of a pre-existing group. Certain subsidiaries were then demerged and sold as part of a wider transaction. As such on completion of the demerger the initial cost of investment was impaired by the subsidiaries transferred.

5
Debtors
2024
Amounts falling due within one year:
£
Trade debtors
12,485
Other debtors
81,330
93,815
2024
Amounts falling due after more than one year:
£
Amounts owed by group undertakings
1,712,432
Total debtors
1,806,247
TTG Portsmouth Limited
Notes to the financial statements (continued)
For the period ended 31 March 2024
9
6
Creditors: amounts falling due within one year
2024
£
Trade creditors
32,601
Amounts owed to group undertakings
13,494
Taxation and social security
10,255
Other creditors
1,987,288
2,043,638
7
Creditors: amounts falling due after more than one year
2024
£
Other creditors
75,000
8
Called up share capital
2024
2024
Ordinary share capital
Number
£
Issued and fully paid
Orindary A shares of £1 each
562,500
562,500
Ordinary B shares of £1 each
187,500
187,500
750,000
750,000
Reconciliation of movements during the period:
Ordinary A
Ordinary B
Total
Number
Number
Number
At 24 August 2023
-
-
-
Issue of fully paid shares
15,187,500
5,062,500
20,250,000
Reduction in share capital
(14,625,000)
(4,875,000)
(19,500,000)
At 31 March 2024
562,500
187,500
750,000

The ordinary A and ordinary B shares have attached to them full voting and capital distribution rights. They rank pari passu in all respects but constitute separate classes of shares and carry separate rights to dividends. They do not confer any rights of redemption.

TTG Portsmouth Limited
Notes to the financial statements (continued)
For the period ended 31 March 2024
10
9
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

2024
£
6,722
10
Directors' transactions

Interest free unsecured loans have been granted to the company by its directors as follows:

Description
% Rate
Opening balance
Amounts advanced
Closing balance
£
£
£
Director's loan
-
-
1,800,001
1,800,001
-
1,800,001
1,800,001
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