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Registered number: 5056328










POWIS STREET ESTATES (NO.2) LIMITED








UNAUDITED

DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 APRIL 2024



 
POWIS STREET ESTATES (NO.2) LIMITED
 

COMPANY INFORMATION


DIRECTORS
Mark Pears 
Sir Trevor Pears CMG 
David Pears 
Anthony Khalastchi 
Peter Khalastchi 
Frank Khalastchi 
Steven Mattey 
David Mattey 
Alexander Barnett 
WPG Registrars Limited 




COMPANY SECRETARY
William Bennett



REGISTERED NUMBER
5056328



REGISTERED OFFICE
12th Floor
Aldgate Tower

2 Leman Street

London

E1W 9US





 
POWIS STREET ESTATES (NO.2) LIMITED
 

CONTENTS



Page
Directors' report
1
Statement of comprehensive income
2
Statement of financial position
3 - 4
Statement of changes in equity
5
Notes to the financial statements
6 - 12


 
POWIS STREET ESTATES (NO.2) LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 APRIL 2024

The directors present their report and the financial statements for the year ended 30 April 2024.

PRINCIPAL ACTIVITY

The principal activity of the company changed from property investment in the prior year to acting as a holding company.

DIRECTORS

The directors who served during the year were:

Mark Pears 
Sir Trevor Pears CMG 
David Pears 
Anthony Khalastchi 
Peter Khalastchi 
Frank Khalastchi 
Steven Mattey 
David Mattey 
Alexander Barnett 
WPG Registrars Limited 

SMALL COMPANIES NOTE

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





William Bennett
Secretary

Date: 8 January 2025

Page 1

 
POWIS STREET ESTATES (NO.2) LIMITED
 

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 APRIL 2024

2024
2023
Note
£
£

  

Turnover
 3 
-
7,633

Cost of sales
  
9,493
44,587

GROSS PROFIT
  
9,493
52,220

Administrative expenses
  
(3,750)
(6,835)

Other operating income
  
-
604

OPERATING PROFIT
  
5,743
45,989

Income from shares in group undertakings
  
3,600,000
1,100,000

Interest receivable and similar income
  
309
399

PROFIT BEFORE TAX
  
3,606,052
1,146,388

Tax on profit
 7 
(1,513)
(9,830)

PROFIT FOR THE FINANCIAL YEAR
  
3,604,539
1,136,558

TOTAL COMPREHENSIVE INCOME FOR THE YEAR
  
3,604,539
1,136,558

The notes on pages 6 to 12 form part of these financial statements.

Page 2

 
POWIS STREET ESTATES (NO.2) LIMITED
REGISTERED NUMBER: 5056328

STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2024

2024
2023
Note
£
£

  

FIXED ASSETS
  

Investments
 8 
1,000
1,000

  
1,000
1,000

CURRENT ASSETS
  

Debtors: amounts falling due within one year
 9 
223,045
1,089,938

Cash at bank and in hand
  
3,514
41,325

  
226,559
1,131,263

Creditors: amounts falling due within one year
 10 
(5,333)
(114,576)

NET CURRENT ASSETS
  
 
 
221,226
 
 
1,016,687

TOTAL ASSETS LESS CURRENT LIABILITIES
  
222,226
1,017,687

  

  

  

NET ASSETS
  
222,226
1,017,687


CAPITAL AND RESERVES
  

Called up share capital 
  
1,000
1,000

Profit and loss account
  
221,226
1,016,687

TOTAL EQUITY
  
222,226
1,017,687


Page 3

 
POWIS STREET ESTATES (NO.2) LIMITED
REGISTERED NUMBER: 5056328

STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 30 APRIL 2024

The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

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

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 





Mark Pears
Anthony Khalastchi
Director
Director




Alexander Barnett
Director












Date: 8 January 2025


The notes on pages 6 to 12 form part of these financial statements.

Page 4

 
POWIS STREET ESTATES (NO.2) LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2024


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 May 2023
1,000
1,016,687
1,017,687


COMPREHENSIVE INCOME FOR THE YEAR

Profit for the year
-
3,604,539
3,604,539
TOTAL COMPREHENSIVE INCOME FOR THE YEAR
-
3,604,539
3,604,539

Dividends
-
(4,400,000)
(4,400,000)


AT 30 APRIL 2024
1,000
221,226
222,226



STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2023


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 May 2022
1,000
980,129
981,129


COMPREHENSIVE INCOME FOR THE YEAR

Profit for the year
-
1,136,558
1,136,558
TOTAL COMPREHENSIVE INCOME FOR THE YEAR
-
1,136,558
1,136,558

Dividends
-
(1,100,000)
(1,100,000)


AT 30 APRIL 2023
1,000
1,016,687
1,017,687


The notes on pages 6 to 12 form part of these financial statements.

Page 5

 
POWIS STREET ESTATES (NO.2) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

1.


GENERAL INFORMATION

Powis Street Estates (No.2) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 12th Floor, Aldgate Tower, 2 Leman Street, London, E1W 9US. The principal place of business is Haskell House, 152 West End Lane, London, NW6 1SD .

2.ACCOUNTING POLICIES

 
2.1

BASIS OF PREPARATION OF FINANCIAL STATEMENTS

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006 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 company's functional and presentational currency is GBP and rounded to the nearest £1.

The following principal accounting policies have been applied:

 
2.2

EXEMPTION FROM PREPARING CONSOLIDATED FINANCIAL STATEMENTS

The Company, and the Group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts.

 
2.3

REVENUE

Turnover is recognised to the extent that it is probable that economic benefits will flow to the company and the revenue can be reliably measured. Turnover is measured as the fair value of rents receivable.  

  
2.4

PROPERTY TRANSACTIONS

Purchases and sales of properties are included on the basis of completions occurring during the year.

 
2.5

INTEREST INCOME

Interest income is recognised in profit or loss using the effective interest method.

 
2.6

VALUATION OF INVESTMENTS

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.7

DEBTORS

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Page 6

 
POWIS STREET ESTATES (NO.2) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.ACCOUNTING POLICIES (CONTINUED)

 
2.8

CASH AND CASH EQUIVALENTS

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.9

CREDITORS

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.10

TAXATION

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

 
2.11

FINANCIAL INSTRUMENTS

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's Statement of Financial Position when the Company becomes party to the contractual provisions of the instrument.

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

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
 
Page 7

 
POWIS STREET ESTATES (NO.2) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.ACCOUNTING POLICIES (CONTINUED)


2.11
FINANCIAL INSTRUMENTS (CONTINUED)


Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

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 the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the
Page 8

 
POWIS STREET ESTATES (NO.2) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.ACCOUNTING POLICIES (CONTINUED)


2.11
FINANCIAL INSTRUMENTS (CONTINUED)

transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

 
2.12

DIVIDENDS

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


TURNOVER

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Rents receivable
-
7,633

-
7,633


All turnover arose within the United Kingdom.


4.


PROFIT ON SALE OF INVESTMENT PROPERTIES

2024
2023
£
£



Net sale proceeds on property sales
-
1,420,587

Historical cost on property sales
-
(2,991,778)

Reversal of prior year write downs
-
1,571,191

-
-


5.


AUDITORS' REMUNERATION

2024
2023
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
-
3,288

Page 9

 
POWIS STREET ESTATES (NO.2) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

6.


EMPLOYEES

The average monthly number of employees, including the directors, during the year was as follows:


        2024
        2023
            No.
            No.







Directors
9
9


7.


TAXATION


2024
2023
£
£

CORPORATION TAX


Current tax on profits for the year
1,513
66,103


DEFERRED TAX


Origination and reversal of timing differences
-
(56,273)


TAXATION ON PROFIT ON ORDINARY ACTIVITIES
1,513
9,830

FACTORS AFFECTING TAX CHARGE FOR THE YEAR

The tax assessed for the year is lower than (2023 -lower than) the standard rate of corporation tax in the UK of 25% (2023 -19.5%). The differences are explained below:

2024
2023
£
£


Profit on ordinary activities before tax
3,606,052
1,146,388


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 -19.5%)
901,513
223,546

EFFECTS OF:


Other timing differences leading to a decrease in taxation
-
(56,273)

Non-taxable income
(900,000)
(214,500)

Chargeable gain
-
57,057

TOTAL TAX CHARGE FOR THE YEAR
1,513
9,830


FACTORS THAT MAY AFFECT FUTURE TAX CHARGES

There were no factors that may affect future tax charges.

Page 10

 
POWIS STREET ESTATES (NO.2) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

8.


FIXED ASSET INVESTMENTS





Investments in subsidiary companies

£



COST OR VALUATION


At 1 May 2023
1,000



At 30 April 2024
1,000





SUBSIDIARY UNDERTAKING


The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Powis Street Estates (No.3) Limited
12th Floor, Aldgate Tower, 2 Leman Street, London E1W 9US
Ordinary
100

The aggregate of the share capital and reserves as at 30 April 2024 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:

Name
Aggregate of share capital and reserves
£
Profit
£

Powis Street Estates (No.3) Limited
8,272,690
310,919


9.


DEBTORS

2024
2023
£
£


Amounts owed by group undertakings
222,350
1,058,267

Other debtors
695
-

Prepayments and accrued income
-
31,671

223,045
1,089,938


Page 11

 
POWIS STREET ESTATES (NO.2) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

10.


CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024
2023
£
£

Corporation tax
1,513
66,103

Other taxation and social security
-
83

Other creditors
70
31,672

Accruals and deferred income
3,750
16,718

5,333
114,576



11.


RELATED PARTY TRANSACTIONS

The company has taken the exemption under FRS102 Section 1A, paragraph 1 AC.35 not to disclose related party transactions in wholly owned groups.
The directors were related parties during the year due to their interests and directorships. The financial statements include an accountancy fee of £3,750 (2023 - £3,547) payable to The William Pears Group Limited, a company in which Mark Pears, Sir Trevor Pears CMG and David Pears have an interest.


12.


CONTROLLING PARTY

The immediate and ultimate parent company is Powis Street Estates Limited, a company incorporated in England.


Page 12