Registered number:
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE PERIOD ENDED 31 DECEMBER 2023
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THE REX KINGSTON LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2023
The directors present their report and the financial statements for the period ended 31 December 2023.
The directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations.
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments 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.
The directors who served during the Period were:
In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.
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THE REX KINGSTON LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
This report was approved by the board and signed on its behalf.
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THE REX KINGSTON LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 DECEMBER 2023
The directors are responsible for preparing the Directors' 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 they have elected to prepare the financial statements in accordance with applicable law and Section 1A of FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (UK Generally Accepted Accounting Practice applicable to Smaller Entities).
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:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙assess the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
∙use the going concern basis of accounting unless they either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
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 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, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.
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THE REX KINGSTON LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE REX KINGSTON LIMITED
UNDER SECTION 449 OF THE COMPANIES ACT 2006
We have audited the financial statements of The Rex Kingston Limited (“the Company”) for the year ended 31 December, 2023, which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity and related notes, including the accounting policies in note 1.
In our opinion the financial statements:
∙give a true and fair view of the state of the Company's affairs as at 31 December 2023 and of its loss for the year then ended;
∙have been properly prepared in accordance with UK accounting standards applicable to smaller entities, including Section 1A of FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland;
∙have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities are described below. We have fulfilled our ethical responsibilities under, and are independent of the Company in accordance with, UK ethical requirements including the FRC Ethical Standard. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion.
The directors have prepared the financial statements on the going concern basis as they do not intend to liquidate the Company or to cease its operations, and as they have concluded that the Company’s financial position means that this is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over its ability to continue as a going concern for at least a year from the date of approval of the financial statements (“the going concern period”).
In our evaluation of the directors’ conclusions, we considered the inherent risks to the Company’s business model and analysed how those risks might affect the Company’s financial resources or ability to continue operations over the going concern period. Our conclusions based on this work:
∙We consider that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate;
∙we have not identified, and concur with the directors’ assessment that there is not, a material uncertainty related to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for the going concern period.
However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time they were made, the above conclusions are not a guarantee that the Company will continue in operation.
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THE REX KINGSTON LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE REX KINGSTON LIMITED (CONTINUED)
UNDER SECTION 449 OF THE COMPANIES ACT 2006
Identifying and responding to risks of material misstatement due to fraud
To identify risks of material misstatement due to fraud (“fraud risks”) we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included:
∙Enquiring of directors as to the Company’s high-level policies and procedures to prevent and detect fraud as well as whether they have knowledge of any actual, suspected or alleged fraud.
∙Reading Board minutes.
∙Using analytical procedures to identify any unusual or unexpected relationships.
We communicated identified fraud risks throughout the audit team and remained alert to any indications of fraud throughout the audit. As required by auditing standards, we perform procedures to address the risk of management override of controls, in particular the risk that management may be in a position to make inappropriate accounting entries. On this audit we do not believe there is a fraud risk related to revenue recognition because there is considered to be little incentive for management to overstate revenue and there is considered to be little opportunity for management to manipulate revenue, as it is simple in respect to accounting policy choice and verifiable to lease contracts with little requirement for estimation by management.
We did not identify any additional fraud risks. We performed procedures including:
∙Identifying journal entries to test based on risk criteria and comparing the identified entries to supporting documentation.
Identifying and responding to risks of material misstatement related to compliance with laws and regulations
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussion with the directors (as required by auditing standards), and discussed with the directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably. Firstly, the Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation), distributable profits legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. Secondly, the Company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: landlord and tenant regulations, property laws, and building legislation recognising the nature of the Company’s activities. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.
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THE REX KINGSTON LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE REX KINGSTON LIMITED (CONTINUED)
UNDER SECTION 449 OF THE COMPANIES ACT 2006
Context of the ability of the audit to detect fraud or breaches of law or regulation Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of fraud, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.
The directors are responsible for the directors’ report. Our opinion on the financial statements does not cover that report and we do not express an audit opinion thereon.
Our responsibility is to read the directors’ report and, in doing so, consider whether, based on our financial statements audit work, the information therein is materially misstated or inconsistent with the financial statements or our audit knowledge. Based solely on that work:
∙we have not identified material misstatements in the directors’ report;
∙in our opinion the information given in that report for the financial year is consistent with the financial statements; and
•in our opinion that report has been prepared in accordance with the Companies Act 2006.
Under the Companies Act 2006 we are required to report to you if, in our opinion:
We have nothing to report in these respects.
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THE REX KINGSTON LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE REX KINGSTON LIMITED (CONTINUED)
UNDER SECTION 449 OF THE COMPANIES ACT 2006
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 our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not 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 aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.
A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/auditorsresponsibilities.
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
Chartered Accountants
Statutory Auditor
15 Canada Square
E14 5GL
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THE REX KINGSTON LIMITED
REGISTERED NUMBER: 14569993
BALANCE SHEET
AS AT 31 DECEMBER 2023
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 10 to 15 form part of these financial statements.
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THE REX KINGSTON LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2023
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THE REX KINGSTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
The REX Kingston Limited is a private company limited by shares incorporated in England and Wales. The registered office is 24 Berkeley Square, Mayfair, London, W1J 6HE. The company is a member of a group.
The company was incorporated on 4 January 2023. Its principal activities are letting and operation of owned or leased real estate relating to the construction of a co-living units scheme in West London
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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies.
The following principal accounting policies have been applied:
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
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THE REX KINGSTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.
The company meets its day to day working capital requirements from operational cash flows and capital funds from NTT UD Europe Limited, the immediate parent company (which is in turn funded by NTT Urban Development Corporation ("NTT UD”), the intermediate parent company) and Amro Real Estate Partners Limited (“AREP”), a 5% shareholder of the company. The directors have prepared cash flow forecasts and performed a going concern assessment which indicates that, in both the base and reasonably possible downsides, the company will require significant additional funds, through funding from its intermediate parent company, NTT UD to meet its liabilities as they fall due during 12-month period ending November 2025, the going concern assessment period. As a reasonably possible downside scenario, the Directors considered the risk of additional costs for the planned investment arising from a delay in the construction process that is currently being undertaken. However, progress on the construction is being carried out according to plan and incurred costs are under control and within budget as at the date of approval of the financial statements. Although the downside scenario shows lower headroom at certain points in the forecast period, it demonstrates sufficient liquidity throughout the going concern assessment period taking into account the expected financial support from NTT UD. NTT UD has indicated its intention to continue to make available such funds as are needed by the company during the going concern assessment period. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so. Consequently, the directors are confident that the company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.
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THE REX KINGSTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
The Company's leasing activities as a lessor consists of the letting and operation of co-living units property rights and assets in order to yield rental income from tenants. The Company's leasing activities involve acting as both a lessee, leasing certain co-living units, and a lessor, renting them out to tenants under subleasing arrangements. The co-living units are leased out to tenants for a fixed term. The leases result in the tenant being able to benefit from the use of the property provided an agreed monthly rent amount is paid to the Lessor. Rent receivable represents rental income from operating leases and is recognised on a straight-line basis over the term of the relevant lease agreement with the tenants.
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THE REX KINGSTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
The Company has no employees other than the directors, who did not receive any remuneration. There was no need for any apportioning within the period as the directors consider the financial value of time spent on the company to be inconsequential.
The average monthly number of employees, including directors, during the year was 5.
The fair value of investment property as at 31 December 2023 was measured at £25,900,000. The historical cost at 31 December 2023 amounted to £29,455,460, therefore a fair value adjustment of £3,555,460 has been recorded.
The 2023 valuations were made by Jones Lang LaSelle Limited in July on a fair value basis. A bottom up approach was applied, and current market rents and investment property yields for comparable real estate were considered, adjusting if necessary for any difference in the nature, location or condition of the specific asset.
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THE REX KINGSTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
5.Debtors (continued)
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THE REX KINGSTON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
During the period ended 31 December 2023, the company allotted 3,046,390 ordinary A shares and 57,881,417 ordinary B shares with a nominal value of £1 per share.
As at the period end, 1,537,567 ordinary A shares and 29,213,774 ordinary B shares remained unpaid with a nominal value of £1 per share. These amounts are included within debtors on the balance sheet as amounts owed by group undertakings.
The Company's ultimate controlling entity, ultimate parent company and parent company of the largest group of which the Company is a member and for which group financial statements are prepared is Nippon Telegraph and Telephone Corporation (NTT), a company incorporated in Japan. Copies of the group financial statements of Nippon Telegraph and Telephone Corporation are available from Otemachi First Square, East Tower, 5-1, 1-chome. Otemachi, Chiyoda-ku, Tokyo, 100-8116.
The auditors' report on the financial statements for the Period ended 31 December 2023 was unqualified.
The audit report was signed on
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