REGISTERED NUMBER: |
REPORT OF THE DIRECTOR AND |
UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 29 FEBRUARY 2024 |
FOR |
SCHLEGEL PROPERTIES LIMITED |
REGISTERED NUMBER: |
REPORT OF THE DIRECTOR AND |
UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 29 FEBRUARY 2024 |
FOR |
SCHLEGEL PROPERTIES LIMITED |
SCHLEGEL PROPERTIES LIMITED (REGISTERED NUMBER: 12449976) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 29 FEBRUARY 2024 |
Page |
Company Information | 1 |
Report of the Director | 2 |
Report of the Accountants | 3 |
Income Statement | 4 |
Balance Sheet | 5 |
Notes to the Financial Statements | 6 |
SCHLEGEL PROPERTIES LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 29 FEBRUARY 2024 |
DIRECTOR: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
ACCOUNTANTS: |
Marlborough House |
298 Regents Park Road |
London |
N3 2SZ |
SCHLEGEL PROPERTIES LIMITED (REGISTERED NUMBER: 12449976) |
REPORT OF THE DIRECTOR |
FOR THE YEAR ENDED 29 FEBRUARY 2024 |
The director presents his report with the financial statements of the company for the year ended 29 February 2024. |
PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of rental of investment properties. |
DIRECTOR |
STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
The director is responsible for preparing the Director's Report and the financial statements in accordance with applicable law and regulations. |
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director 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 director is required to: |
> select suitable accounting policies 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 director is 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. He is 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. |
DIVIDENDS |
No dividends were declared or paid during the period. |
POST BALANCE SHEET EVENTS |
There were no material post balance sheet events. |
This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies. |
ON BEHALF OF THE BOARD: |
SCHLEGEL PROPERTIES LIMITED |
REPORT OF THE ACCOUNTANTS TO THE DIRECTOR OF |
SCHLEGEL PROPERTIES LIMITED |
In accordance with the engagement letter, and in order to assist you to fulfil your duties under the Companies Act 2006, we have compiled the financial statements of the company from the accounting records and information and explanations you have given to us. |
This report is made to the directors in accordance with the terms of our engagement. Our work has been undertaken to prepare for approval by the directors the financial statements that we have been engaged to compile, to report to the directors that we have done so, and to state those matters that we have agreed to state to them in this 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 directors for our work or for this report. |
You have acknowledged on the balance sheet as at year ended 29 February 2024 your duty to ensure that the company has kept proper accounting records and to prepare financial statements that give a true and fair view under the Companies Act 2006. You consider that the company is exempt from the statutory requirement for an audit for the year. |
We have not been instructed to carry out an audit of the financial statements. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the financial statements. |
Marlborough House |
298 Regents Park Road |
London |
N3 2SZ |
SCHLEGEL PROPERTIES LIMITED (REGISTERED NUMBER: 12449976) |
INCOME STATEMENT |
FOR THE YEAR ENDED 29 FEBRUARY 2024 |
29.2.24 | 28.2.23 |
£ | £ |
TURNOVER |
Administrative expenses |
OPERATING PROFIT |
Interest payable and similar expenses |
LOSS BEFORE TAXATION | ( |
) | ( |
) |
Tax on loss |
LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
SCHLEGEL PROPERTIES LIMITED (REGISTERED NUMBER: 12449976) |
BALANCE SHEET |
29 FEBRUARY 2024 |
29.2.24 | 28.2.23 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Investment property | 4 |
CURRENT ASSETS |
Debtors | 5 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 6 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
( |
) |
CAPITAL AND RESERVES |
Called up share capital | 7 |
Retained earnings | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
The director acknowledges his responsibilities for: |
(a) | ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and |
(b) | preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company. |
The financial statements were approved by the director and authorised for issue on |
SCHLEGEL PROPERTIES LIMITED (REGISTERED NUMBER: 12449976) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 29 FEBRUARY 2024 |
1. | STATUTORY INFORMATION |
Schlegel Properties Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
The financial statements are prepared under the historical cost convention and in accordance with the FRS 102 Section 1A Small Entities - The Financial Reporting Standard applicable in the UK and Republic of Ireland and the Companies Act 2006. |
These financial statements are prepared on a going concern basis, under the historical cost convention, as modified by the revaluation of land and buildings and certain financial assets and liabilities measured at fair value through profit or loss. |
The preparation of financial statements in conformity with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the company’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimate are significant statements are disclosed in the notes. |
Exemptions for qualifying entities under FRS 102 |
The company has not taken advantage of any of the FRS 102 disclosure exemptions available to qualifying entities. |
SCHLEGEL PROPERTIES LIMITED (REGISTERED NUMBER: 12449976) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 29 FEBRUARY 2024 |
2. | ACCOUNTING POLICIES - continued |
Significant judgements and estimates |
Provisions |
Provisions are recognised when the company has a present legal or constructive obligation as a |
result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount of the obligation can be estimated reliably. |
Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations maybe small. |
Contingencies |
Contingent liabilities are not recognised. Contingent liabilities arise as a result of past events when (i) it is not probable that there will be an outflow of resources or that the amount cannot be reliably measured at the reporting date or (ii) when the existence will be confirmed by the occurrence or non-occurrence of uncertain future events not wholly within the company’s control. Contingent liabilities are disclosed in the financial statements unless the probability of an outflow resource is remote. |
Contingent assets are not recognised. Contingent assets are disclosed in the financial statements when an inflow of economic benefits is probable. |
Share capital |
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, form the proceeds. |
Distributions to equity holders |
Dividends and other distributions to company’s shareholders are recognised as a liability in the financial statements in the period in which the dividends and other distributions are approved by the company’s shareholders. These amounts are recognised in the statement of change in equity. |
Related party transactions |
The company discloses transactions with related parties which are not wholly owned with the same group. It does not disclose transactions with it’s parent or with members of the same group that are wholly owned. |
SCHLEGEL PROPERTIES LIMITED (REGISTERED NUMBER: 12449976) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 29 FEBRUARY 2024 |
2. | ACCOUNTING POLICIES - continued |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the rendering of services. Turnover is reduced for estimated customer returns, rebates and other similar allowances. |
Revenue recognition |
Revenue is measured at the fair value of the consideration received or receivable and represents the amount receivable for goods supplied or services rendered, net of returns, discounts and rebates allowed by the company and value added taxes. |
The company bases its estimate of returns on historical results, taking into consideration the type of customer, the type of transaction and the specifics of each arrangement. |
Where the consideration receivable in cash or cash equivalents is deferred, and the arrangement constitutes a financing transaction, the fair value of the consideration is measured as the present value of all future receipts using the imputed rate of interest. |
The company recognises revenue when (a) the significant risks and rewards of ownership have |
been transferred to the buyer; (b) the company retains no continuing involvement or control over the goods; (c) the amount of revenue can be measured reliably; (d) it is probable that future economic benefits will flow to the entity and (e) when the specific criteria relating to the each of company’s sales channels have been met, as described below. |
Interest income |
Interest income is recognised using the effective interest rate method. |
Dividend income |
Dividend income is recognised when the right to receive payment is established. |
Investment property |
Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss. |
All investment properties are carried at fair value determined annually and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided for. Changes in fair value are recognised in the profit and loss account. |
SCHLEGEL PROPERTIES LIMITED (REGISTERED NUMBER: 12449976) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 29 FEBRUARY 2024 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
Income tax expense represents the sum of the tax currently payable and deferred tax. |
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and 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 end of the reporting period. |
Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. |
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. |
Current or deferred tax for the year is recognised in profit or loss, except when they related to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively. |
Foreign currencies |
Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate ruling on the date of the transaction. Exchange differences are taken into account in arriving at the operating profit. |
The company's functional and presentation currency is pound sterling. |
Transactions and balances |
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. |
At each period end foreign currency monetary items are translated using the closing rate. Non monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate fair value was determined. |
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the profit and loss account except where deferred in other comprehensive income as qualifying cash flow hedges. |
Foreign exchange gains and losses that relate to borrowings are presented in the profit and loss account within ‘finance (expense)/income’. All other foreign exchange gains and losses are presented in the profit and loss account within ‘other operating (losses)/gains’. |
SCHLEGEL PROPERTIES LIMITED (REGISTERED NUMBER: 12449976) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 29 FEBRUARY 2024 |
2. | ACCOUNTING POLICIES - continued |
Financial instruments |
The company has chosen to adopt the Sections 11 and 12 of FRS 102 in respect of financial instruments. |
Financial assets |
Basic financial assets, including trade and other receivables, cash and bank balances and investments in commercial paper, are initially recognised as transaction price, 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. |
Such assets subsequently carried at amortised cost using the effective interest method. At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. |
Other financial assets, including investments, in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. |
Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit and loss, except that investments in equity instruments that are not publically traded and whose fair values cannot be measured reliably are measured at cost less impairment. |
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated party without imposing additional restrictions. |
Financial liabilities |
Basic financial liabilities, including trade and other payables, bank 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 receipts discounted at a market rate of interest. |
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Fees paid on the establishment of loan facilities are recognised as transaction costs of |
the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates. |
Preference shares, which result in fixed returns to the holder or are mandatory redeemable on a specific date, are classified as liabilities. The dividends on these preference shares are recognised in the profit and loss account as interest expenses. |
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method. |
SCHLEGEL PROPERTIES LIMITED (REGISTERED NUMBER: 12449976) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 29 FEBRUARY 2024 |
2. | ACCOUNTING POLICIES - continued |
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss finance costs or income as appropriate. |
The company does not currently apply hedge accounting for interest rate and foreign exchange |
derivatives. Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. |
Offsetting |
Financial assets and liabilities are offset and 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. |
Borrowing costs |
General and specific borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended us or sale. All other borrowing costs are recognised in profit or loss in the period in which they are incurred. |
Impairement of non-financial assets |
At each balance sheet date non-financial assets not carried at fair value are assessed to determine whether there is an indication that the asset (or asset’s cash generating unit) may be impaired. If there is such an indication the recoverable amount of the asset (or asset’s cash generating unit) is compared to the carrying amount of the asset (or asset’s cash generating unit). |
The recoverable amount of the asset (or asset’s cash generating unit) is the higher of the fair value less costs to sell and value in use. Value in use is defined as the present value of the future cash flows before interest and tax obtainable as a result of the asset’s (or asset’s cash generating unit’s) continued use. These cash flows are discounted using a pre-tax discount rate that represents the current market risk-free rate and the risks inherent in the asset. |
If the recoverable amount of the asset (or asset’s cash generating unit) is estimated to be lower than the carrying amount, the carrying amount is reduced to its recoverable amount. An impairment loss is recognised in the profit and loss account, unless the asset has been revalued when the amount is recognised in other comprehensive income to the extent of any previously recognised revaluation. Thereafter any excess is recognised in profit and loss. |
If an impairment loss is subsequently reversed, the carrying amount of the asset (or asset’s cash generating unit) is increased to the revised estimate of its recoverable amount, but only to the extent that the revised carrying amount does not exceed the carrying amount that would have been determined (net of depreciation or amortisation) had no impairment loss been recognised in prior periods. A reversal of any impairment is recognised in the profit and loss account. |
Cash and cash equivalents |
Cash and cash equivalents includes cash in hand, deposits held at call with banks, other short term highly liquid investments with original maturities of three months or less and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities. |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
SCHLEGEL PROPERTIES LIMITED (REGISTERED NUMBER: 12449976) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 29 FEBRUARY 2024 |
4. | INVESTMENT PROPERTY |
Total |
£ |
FAIR VALUE |
At 1 March 2023 |
and 29 February 2024 |
NET BOOK VALUE |
At 29 February 2024 |
At 28 February 2023 |
In the opinion of the directors, the fair value of the investment properties is considered to be £26,124,152 as at 29 February 2024. |
Investment properties consist of units at London House, London Square, Sir Giles Scott, Streatham Hill and The Crosse. |
5. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
29.2.24 | 28.2.23 |
£ | £ |
Trade and other receivables |
6. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
29.2.24 | 28.2.23 |
£ | £ |
Amounts owed to group undertakings |
Trade and other payables |
Investec Bank PLC | 18,530,550 | 18,530,550 |
7. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 29.2.24 | 28.2.23 |
value: | £ | £ |
Ordinary Shares | 1 | 100 | 100 |
8. | RELATED PARTY DISCLOSURES |
At the balance sheet date, included within creditors due within one year, is an amount of £8,734,460 (2023 - £8,342,080) due to Volker International Holding Ltd. This loan is unsecured and interest free with no fixed terms of repayment and thus repayable on demand. |
At the balance sheet date, included within creditors due within one year, is an amount of £283,057 (£nil) due to the company director, Mr S V Brookes. This loan is unsecured and interest free with no fixed terms of repayment and thus repayable on demand. |
9. | ULTIMATE CONTROLLING PARTY |
The company is under the control of the directors. |
SCHLEGEL PROPERTIES LIMITED (REGISTERED NUMBER: 12449976) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 29 FEBRUARY 2024 |
10. | EXCEPTIONAL ITEMS |
Exceptional items are disclosed separately in the financial statements where it is necessary to do so to provide further understanding of the financial performance of the group. They are items that are material either because of their size or nature, or that are nonrecurring are considered as exceptional items and are presented within the line items to which they best relate. |
11. | TAXATION |
The company has carried forward tax losses of £1,212,578 (2023 - £530,352) which it can use against future taxable profits. |