Company registration number 06055768 (England and Wales)
OLLERTON DEVELOPMENTS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
OLLERTON DEVELOPMENTS LIMITED
COMPANY INFORMATION
Directors
Kai Jun Guo
Ping Sheng Zou
Company number
06055768
Registered office
55 Baker Street
London
W1U 7EU
Auditor
Beavis Morgan Audit Limited
82 St John Street
London
EC1M 4JN
OLLERTON DEVELOPMENTS LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditor's report
3 - 5
Profit and loss account
6
Balance sheet
7
Statement of changes in equity
8
Notes to the financial statements
9 - 16
OLLERTON DEVELOPMENTS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JANUARY 2024
- 1 -
The directors present their annual report and financial statements for the year ended 31 January 2024.
Principal activities
The principal activity of the company is that of property development for investment purposes.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Kai Jun Guo
Ping Sheng Zou
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
Kai Jun Guo
Director
17 January 2025
OLLERTON DEVELOPMENTS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 JANUARY 2024
- 2 -
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements 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 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.
OLLERTON DEVELOPMENTS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF OLLERTON DEVELOPMENTS LIMITED
- 3 -
Opinion
We have audited the financial statements of Ollerton Developments Limited (the 'company') for the year ended 31 January 2024 which comprise the profit and loss account, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 January 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
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 under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the directors' report has been prepared in accordance with applicable legal requirements.
OLLERTON DEVELOPMENTS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF OLLERTON DEVELOPMENTS LIMITED (CONTINUED)
- 4 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and from the requirement to prepare a strategic report.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's 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 auditor's 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.
Capability of the audit in detecting irregularities, including fraud:
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.
Discussions with and enquiries of management and those charged with governance were held with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the company.
The following laws and regulations were identified as being of significance to the company:
Those laws and regulations considered to have a direct effect on the financial statements include UK accounting standards, company law and tax legislation; and
Those laws and regulations for which non-compliance may be fundamental to the operating aspects of the business and therefore may have a material effect on the financial statements include environmental regulations and health and safety legislation.
OLLERTON DEVELOPMENTS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF OLLERTON DEVELOPMENTS LIMITED (CONTINUED)
- 5 -
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of:
enquiries of management and those charged with governance as to whether the company complies with such laws and regulations;
enquiries with the same concerning any actual or potential litigation or claims;
review of Board meeting minutes during and subsequent to the year for indicators of non-compliance;
inspection of relevant legal correspondence;
testing the appropriateness of journal entries;
evaluating material estimates for indicators of management bias; and
the performance of analytical review to identify unexpected movements in account balances which may be indicative of fraud.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the company’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an 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.
Richard Thacker
Senior Statutory Auditor
For and on behalf of Beavis Morgan Audit Limited
17 January 2025
Chartered Accountants
Statutory Auditor
82 St John Street
London
EC1M 4JN
OLLERTON DEVELOPMENTS LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 JANUARY 2024
- 6 -
2024
2023
Notes
£
£
Turnover
-
-
Administrative expenses
(740,854)
(331,208)
Loss on disposal of investment property
6
(909,950)
Changes in fair value of investment property
6
2,119,161
Operating (loss)/profit
(1,650,804)
1,787,953
Interest receivable and similar income
95,979
Interest payable and similar expenses
(681,029)
(880,357)
(Loss)/profit before taxation
(2,235,854)
907,596
Tax on (loss)/profit
4
2,238,102
(318,776)
Profit for the financial year
2,248
588,820
The profit and loss account has been prepared on the basis that all operations are continuing operations.
OLLERTON DEVELOPMENTS LIMITED
BALANCE SHEET
AS AT
31 JANUARY 2024
31 January 2024
- 7 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
5
1,112
Investment property
6
30,500,000
30,501,112
Current assets
Debtors
7
1,558,219
230,527
Investments
8
3,005,545
Cash at bank and in hand
74,223
9,764
4,637,987
240,291
Creditors: amounts falling due within one year
9
(405,580)
(12,200,099)
Net current assets/(liabilities)
4,232,407
(11,959,808)
Total assets less current liabilities
4,232,407
18,541,304
Creditors: amounts falling due after more than one year
10
(10,164,890)
Provisions for liabilities
(2,571,630)
Net assets
4,232,407
5,804,784
Capital and reserves
Called up share capital
13
1
1
Other reserves
9,800,935
Profit and loss reserves
4,232,406
(3,996,152)
Total equity
4,232,407
5,804,784
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 17 January 2025 and are signed on its behalf by:
Kai Jun Guo
Director
Company registration number 06055768 (England and Wales)
OLLERTON DEVELOPMENTS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2024
- 8 -
Share capital
Non-distributable profits
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 February 2022
1
7,681,774
(2,465,811)
5,215,964
Year ended 31 January 2023:
Profit and total comprehensive income
-
-
588,820
588,820
Transfers
-
2,119,161
(2,119,161)
-
Balance at 31 January 2023
1
9,800,935
(3,996,152)
5,804,784
Year ended 31 January 2024:
Profit and total comprehensive income
-
-
2,248
2,248
Dividends
-
-
(1,574,625)
(1,574,625)
Realised on disposal of investment property
-
(9,800,935)
9,800,935
-
Balance at 31 January 2024
1
-
4,232,406
4,232,407
OLLERTON DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
- 9 -
1
Accounting policies
Company information
Ollerton Developments Limited is a private company limited by shares incorporated in England and Wales. The registered office is 55 Baker Street, London, W1U 7EU.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in 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, modified to include investment properties at fair value. The principal accounting policies adopted are set out below.
1.2
Going concern
The directors have performed an assessment of going concern, giving due consideration to the company's current financial position, together with its forward looking cash flow projections for the foreseeable future, being a period of at least 12 months from the date of approval of these financial statements.true
Following the disposal of the company's investment property in July 2023, the company settled all outstanding loan liabilities and made a dividend payment to its shareholders. Sufficient working capital was retained to enable the company to settle its current and expected future liabilities as they fall due for repayment, and to explore new property development opportunities.
At the time of approving the financial statements, the directors have have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
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:
Fixtures and fittings
25% straight line
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.
1.4
Investment property
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
1.5
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 less than three months, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
OLLERTON DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 10 -
1.6
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 balance sheet 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.
Basic financial assets
Basic financial assets, which include trade and other debtors and cash and bank balances, 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.
Other financial assets
Other financial assets comprise cash held on time deposits with original maturities of three months or more which are classified as current asset investments in the statement of financial position. They 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 or loss.
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 trade and other creditors, and bank and other loans, 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.
1.7
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.
1.8
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
OLLERTON DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 11 -
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account 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.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date 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 is calculated at the enacted or substantively enacted tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.9
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
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.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Revaluation of investment property
The company carried its investment property at fair value with changes in fair value being recognised in profit or loss. The directors obtain independent valuations periodically in accordance with the RICS Red Book which are then used to help inform the directors' assessment of value at each reporting date.
The valuation of the property at the previous year end was prepared using yield methodology with the key assumptions being the estimated rental value and the capitalisation yield, determined by reference to comparable market transactions and other market data. Following the sale of the property in the current year, no revaluation exercise was required at the current year end date.
OLLERTON DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 12 -
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
4
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
333,528
318,776
Deferred tax
Origination and reversal of timing differences
(2,571,630)
Total tax (credit)/charge
(2,238,102)
318,776
5
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 February 2023
308,997
Disposals
(306,680)
At 31 January 2024
2,317
Depreciation and impairment
At 1 February 2023
307,885
Depreciation charged in the year
267
Eliminated in respect of disposals
(305,835)
At 31 January 2024
2,317
Carrying amount
At 31 January 2024
At 31 January 2023
1,112
OLLERTON DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 13 -
6
Investment property
2024
£
Valuation
At 1 February 2023
30,500,000
Disposals
(30,500,000)
At 31 January 2024
On 5 July 2024, the company sold its freehold investment property located at 31 Old Burlington Street, Mayfair, London W1S 3AS, for £30,500,000. The fair value of the investment property at 31 January 2023 was determined by reference to this sales value which was under negotiation at that date. The sale resulted in a £909,950 loss being reported in the current year, which was attributable to the disposal costs incurred.
If investment properties were stated on an historical cost basis rather than a fair value basis, the amounts would have been included as follows:
2024
2023
£
£
Cost
-
18,284,357
Accumulated depreciation
-
-
Carrying amount
-
18,284,357
7
Debtors
2024
2023
Amounts falling due within one year:
£
£
Other debtors
1,547,538
223,996
Prepayments and accrued income
10,681
6,531
1,558,219
230,527
8
Current asset investments
2024
2023
£
£
Cash held on time deposits
3,005,545
OLLERTON DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 14 -
9
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans
11
10,775,995
Other borrowings
11
1,347,463
Trade creditors
38,675
26,857
Corporation tax
333,528
Other creditors
14,453
14,453
Accruals and deferred income
18,924
35,331
405,580
12,200,099
10
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Other borrowings
11
10,164,890
11
Loans and overdrafts
2024
2023
£
£
Bank loans
10,775,995
Loans from group undertakings and related parties
10,305,888
Other loans
1,206,465
22,288,348
Payable within one year
12,123,458
Payable after one year
10,164,890
The company's bank loan facility was for £10,845,000 and, at 31 January 2023, was stated after unamortised issue costs of £69,005 which were being charged to profit or loss over the loan term using the effective interest rate method. The loan, which was secured by fixed and floating charges over the assets of the company, including the investment property, was repaid in full during the year following the sale of the property.
At 31 January 2023, the company had an unsecured loan from a third party amounting to US$750,000, which was accrued interest at a rate of 2.4% per annum. The loan was available on a rolling basis and repaid in full during the current year.
At 31 January 2023, the company had an unsecured loan from a third party amounting to US$700,000, which accrued interest at a rate of 5.0% per annum. The loan was not due for repayment until February 2026 but was repaid in full during the current year.
OLLERTON DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 15 -
12
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
-
600,155
Tax losses
-
(1,626,563)
Chargeable gains on revalued investment property
-
3,598,038
-
2,571,630
2024
Movements in the year:
£
Liability at 1 February 2023
2,571,630
Credit to profit or loss
(2,571,630)
Liability at 31 January 2024
-
13
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1
1
1
1
14
Reserves
The company's reserves are as follows:
Profit and loss reserves
The profit and loss reserves represent cumulative distributable profits or losses net of dividends paid and other adjustments.
Other reserves: Non-distributable profits
The non-distributable profits reserve represents the difference between the fair value of investment property and its historical cost net of the related deferred tax provision.
15
Financial instruments
2024
2023
£
£
Carrying amount of financial assets
Current asset investments measured at fair value through profit or loss
3,005,545
-
OLLERTON DEVELOPMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 16 -
16
Related party transactions
The company had a £10,845,000 loan facility with its immediate parent company, Burlington OBS Limited, which was subordinated to the bank loan facility and against which £7,720,926 had been drawn down at 31 January 2023. The loan accrued interest at a rate of 5.1% per annum which was rolled up with the principal amount and payable on the loan repayment date of 30 September 2025. The total amount of accrued interest at 31 January 2023 was £1,875,367, with a further £200,000 accruing in the current year (2023 - £393,767) prior to the loan capital and interest being settled in full in July 2023.
At 31 January 2023, the company owed £629,083 to Universal Capital Holdings Group Inc, a fellow group undertaking. This amount was interest free and repaid in full during the year.
During the year, the company advanced funds and paid certain expenses on behalf of New Beacon Group Limited, a company which has Kai Jun Guo as a director and shareholder. At 31 January 2024, the company was owed £1,500,270 by (2023: owed £80,512 to) New Beacon Group Limited. This amount is interest free and repayable on demand.
During the year, the company was charged management fees totalling £370,500 (2023: £71,500) by Beaconwood Development Limited, a company which has Kai Jun Guo as a director and shareholder. At 31 January 2024, £15,600 (2023: £Nil) was unpaid and included in trade creditors in respect of these transactions.
Key management personnel are considered to be the directors, who are paid by fellow group entities. They did not receive any remuneration from the company, except for management fees paid to Beaconwood Development Limited, a company controlled by Kai Jun Guo, as disclosed above.
17
Controlling party
The company's immediate parent company is Burlington OBS Limited, a company incorporated in England and Wales and a subsidiary of Pan American Asia Group Limited, a company incorporated in Hong Kong. No entity produces publicly available consolidated financial statements that include the results of the company.
The company's ultimate controlling party is Ping Sheng Zou.
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