Company Registration No. SC048308 (Scotland)
OGILVIE SECURITIES LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
PAGES FOR FILING WITH REGISTRAR
OGILVIE SECURITIES LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 9
OGILVIE SECURITIES LIMITED
BALANCE SHEET
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
4
4,051,178
4,232,165
Investment properties
5
849,720
849,720
Investments
6
4,510,560
4,450,179
9,411,458
9,532,064
Current assets
Stocks
3,562,575
3,562,575
Debtors
7
1,509,202
1,152,013
Cash at bank and in hand
82,732
67,325
5,154,509
4,781,913
Creditors: amounts falling due within one year
8
(6,286,938)
(6,238,977)
Net current liabilities
(1,132,429)
(1,457,064)
Total assets less current liabilities
8,279,029
8,075,000
Provisions for liabilities
(142,895)
(143,696)
Net assets
8,136,134
7,931,304
Capital and reserves
Called up share capital
9
40,000
40,000
Revaluation reserve
10
1,225,358
1,225,358
Profit and loss reserves
6,870,776
6,665,946
Total equity
8,136,134
7,931,304
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered 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 19 December 2024 and are signed on its behalf by:
Mr J Watson
Director
Company Registration No. SC048308
OGILVIE SECURITIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
- 2 -
1
Accounting policies
Company information
Ogilvie Securities Limited is a private company limited by shares incorporated in Scotland. The registered office is 200 Glasgow Road, Whins Of Milton, Stirling, United Kingdom, FK7 8ES.
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 the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.2
Turnover
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Turnover is derived from rental received from properties and other investment income.
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.
Where parts of an item of tangible fixed assets have different useful lives, they are accounted for as separate items of tangible fixed assets, for example land is treated separately from buildings.
Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following basis:
Freehold land and buildings
over 50 years
Fixtures and fittings
over 5 years
Freehold land is not depreciated.
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 recognised in the profit and loss account.
The company assesses at each reporting date whether tangible fixed assets are impaired.
The carrying values of tangible fixed assets are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.
OGILVIE SECURITIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 3 -
1.4
Investment properties
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 to initial recognition:
i. investment properties whose fair value can be reliably without undue cost or effort are held at fair value.
ii. no depreciation is provided in respect of investment properties applying the fair value model.
1.5
Fixed asset investments
Listed investments are stated at fair value. Unlisted investments are included at cost.
1.6
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.
1.7
Stocks
Work-in-progress is valued at the cost of assets held for future development including costs for works completed on these assets.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
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 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 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.
OGILVIE SECURITIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 4 -
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 and loans from fellow group companies, 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
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
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 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.
1.12
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.
OGILVIE SECURITIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 5 -
1.13
Interest receivable and Interest payable
Interest payable and similar expenses include interest payable, finance expenses on shares classified as liabilities and finance leases recognised in profit or loss using the effective interest rate method, unwinding of the discount on provisions, and net foreign exchange losses that are recognised in the profit and loss account. Borrowing costs that are directly attributable to the acquisition, construction or production of an asset that takes a substantial time to be prepared for use are capitalised as part of the cost if the asset / are expensed as incurred.
Other interest receivable and similar income include interest receivable on investments.
Investment income and interest payable are recognised in profit or loss as they accrue, using effective interest method.
Dividend income and interest payable are recognised in profit or loss on the date the entity's right to receive payments is established.
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.
Carrying value of unlisted investments
Critical accounting judgements include determining whether unlisted investments should be held at cost or fair value. The company has opted to include all unlisted investments at cost rather than fair value due to the nature of the investments held.
3
Employees
There were no staff employed by the company during the year (2023: Nil).
OGILVIE SECURITIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 6 -
4
Tangible fixed assets
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 July 2023
4,986,328
1,532,094
6,518,422
Additions
22,229
22,229
At 30 June 2024
4,986,328
1,554,323
6,540,651
Depreciation and impairment
At 1 July 2023
1,316,063
970,194
2,286,257
Depreciation charged in the year
99,640
103,576
203,216
At 30 June 2024
1,415,703
1,073,770
2,489,473
Carrying amount
At 30 June 2024
3,570,625
480,553
4,051,178
At 30 June 2023
3,670,265
561,900
4,232,165
An appropriately qualified director has performed interim valuation of freehold land and buildings in accordance with RICS valuation standards (6th edition) and has confirmed that the net book value at 30 June 2024 amounting to £3,570,625 (2023: £3,670,000) approximates to their open market value.
OGILVIE SECURITIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 7 -
5
Investment property
2024
£
Fair value
At 1 July 2023 and 30 June 2024
849,720
An appropriately qualified director has performed an interim valuation of the investment properties in accordance with RICS valuation standards (6th edition) and has confirmed that the net book value at 30 June 2024 of £849,720 approximates to their market value (Fair value).
6
Fixed asset investments
2024
2023
£
£
Other Investments
4,221,032
4,226,579
Listed investments
289,528
223,600
4,510,560
4,450,179
£2,870,000 of Ogilvie Securities Limited's unlisted investments represent a 4.76% investment in the ordinary share capital of Gateway PFI Limited both management companies registered in Scotland.
During the year, the company made sales from its unlisted portfolio for £nil (2023: £64,869).
Movements in fixed asset investments
Listed Investments
Other investments
Total
£
£
£
Cost or valuation
At 1 July 2023
223,600
4,226,579
4,450,179
Valuation changes
65,928
-
65,928
Disposals
-
(5,547)
(5,547)
At 30 June 2024
289,528
4,221,032
4,510,560
Carrying amount
At 30 June 2024
289,528
4,221,032
4,510,560
At 30 June 2023
223,600
4,450,179
4,673,779
OGILVIE SECURITIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 8 -
7
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
6,207
9,507
Amounts owed by group undertakings
844,101
885,411
Other debtors
658,894
257,095
1,509,202
1,152,013
Amounts owed by group undertakings are unsecured, interest free, have no fixed terms of repayment and are repayable on demand.
8
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans and overdrafts
2,922,962
2,728,423
Trade creditors
187,358
163,649
Amounts owed to group undertakings
3,101,218
3,233,540
Corporation tax
86,211
Other creditors
75,400
27,154
6,286,938
6,238,977
The bank overdraft is secured by floating charge granted in favour of Barclays bank plc.
Amounts owed to group undertakings are unsecured, interest free, have no fixed terms of repayment and are repayable on demand.
9
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
40,000
40,000
40,000
40,000
10
Revaluation reserve
2024
2023
£
£
At the beginning and end of the year
1,225,358
1,225,358
OGILVIE SECURITIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 9 -
11
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
The senior statutory auditor was Jeffrey Marjoribanks and the auditor was Johnston Carmichael LLP.
12
Financial commitments, guarantees and contingent liabilities
The company has a contingent liability for the overdrafts of other group undertakings which it has guaranteed without limit.
13
Capital commitments
At the balance sheet date, the company had entered into an agreement for the purchase of an overseas property amounting to £3,842,565.
14
Related party transactions
The company does not disclose transactions with members of the same group that are wholly owned and has taken the exemption provided by paragraph 33.1A of FRS 102.
15
Parent company
The company's immediate parent undertaking at 30 June 2024 is Ogilvie Group Limited, a company registered in Scotland. This is the only parent undertaking for which the group financial statements are drawn up and of which the company is a member. Copies of Ogilvie Group Limited’s financial statements can be obtained from the Registrar of Companies at Companies House using: https://find-and-update.company-information.service.gov.uk.
The directors consider that Duncan H Ogilvie is the company's ultimate controlling party by virtue of his office and his shareholding through Ogilvie Group Limited.