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Registered number: 08893167


 

CITY & SOUTHERN LIMITED
 
ANNUAL REPORT
 
FOR THE YEAR ENDED 30 APRIL 2024

 
CITY & SOUTHERN LIMITED
 

COMPANY INFORMATION


Directors
D Corbett 
J B Duffy 




Company secretary
K J Duffy



Registered number
08893167



Registered office
Duffy House
1 Mount Road

Feltham

Middlesex

TW13 6AR




Auditor
Cooper Parry Group Limited
Statutory Auditor

New Derwent House

69-73 Theobalds Road

London

WC1X 8TA





 
CITY & SOUTHERN LIMITED
 

CONTENTS



Page
Directors' report
 
1 - 2
Independent auditor's report
 
3 - 6
Statement of income and retained earnings
 
7
Statement of financial position
 
8
Notes to the financial statements
 
9 - 11

 
CITY & SOUTHERN 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.

Directors' responsibilities statement

The directors are responsible for preparing the directors' report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under Company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent and;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Results and dividends

The loss for the year, after taxation, amounted to £643 (2023: loss of £24,700).

The directors do not recommend the payment of a dividend (2023: £Nil).

Directors

The directors who served during the year were:

D Corbett 
J B Duffy 

Disclosure of information to auditor

Each of the persons who are directors at the time when this directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Auditor

During the year, Menzies LLP resigned as auditors to the Company and Cooper Parry Group Limited were appointed to fill the resulting vacancy. Cooper Parry Group Limited have indicated its willingness to be reappointed for another term and appropriate arrangements have been put in place for it to be deemed reappointed as auditor in the absence of an annual general meeting.

Page 1

 
CITY & SOUTHERN LIMITED
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024

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 by:
 





J B Duffy
Director

Date: 28 January 2025
Page 2

 
CITY & SOUTHERN LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CITY & SOUTHERN LIMITED
 

Opinion


We have audited the financial statements of City & Southern Limited (the 'Company') for the year ended 30 April 2024, which comprise the statement of income and retained earnings, the statement of financial position and the related notes, including a summary of significant accounting policiesThe 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 30 April 2024 and of its loss 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.


Basis for opinion


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 United Kingdom, including the Financial Reporting Council'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.


Other information


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 reportOur 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.


Page 3

 
CITY & SOUTHERN LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CITY & SOUTHERN LIMITED (CONTINUED)


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the 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.


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 directors' 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' exemptions 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 set out on page 1, 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.


Page 4

 
CITY & SOUTHERN LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CITY & SOUTHERN LIMITED (CONTINUED)


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.


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:

Our assessment focused on key laws and regulations the Company has to comply with and areas of the financial statements we assessed as being more susceptible to misstatement. These key laws and regulations included, but were not limited to, compliance with the Companies Act 2006, United Kingdom Generally Accepted Accounting Practice and relevant tax legislation.

We are not responsible for preventing irregularities. Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the Company through discussions with directors and other management, and from our commercial knowledge and experience;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence where applicable; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the Company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

tested a sample of journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining accounting estimates were indicative of potential bias, in particular the Company’s assessment over debtor recoverability;
investigated the rationale behind significant or unusual transactions; and
reviewed nominals of certain nominal codes for indication of any management override.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

agreeing financial statement disclosures to underlying supporting documentation;
reading the minutes of meetings of those charged with governance;
enquiring of management as to actual and potential litigation and claims; and
reviewing correspondence with HMRC and associated parties.



Page 5

 
CITY & SOUTHERN LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CITY & SOUTHERN LIMITED (CONTINUED)


Auditor's responsibilities for the audit of the financial statements (continued)
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.


Use of our 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 2006Our 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.





Robert Blundell FCA (senior statutory auditor)
  
for and on behalf of
Cooper Parry Group Limited
 
Statutory Auditor
  
New Derwent House
69-73 Theobalds Road
London
WC1X 8TA


28 January 2025
Page 6

 
CITY & SOUTHERN LIMITED
 

STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 30 APRIL 2024

2024
2023
£
£

  

Cost of sales
  
-
27,407

Gross profit
  
-
27,407

Administrative expenses
  
(643)
(52,107)

Operating loss
  
(643)
(24,700)

Loss after tax
  
(643)
(24,700)

  

  

Retained earnings at the beginning of the year
  
7,294,769
7,319,469

Loss for the year
  
(643)
(24,700)

Retained earnings at the end of the year
  
7,294,126
7,294,769

There were no recognised gains and losses for 2024 or 2023 other than those included in the statement income and retained earnings.

The notes on pages 9 to 11 form part of these financial statements.

Page 7

 
CITY & SOUTHERN LIMITED
REGISTERED NUMBER: 08893167

STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2024

2024
2023
Note
£
£

  

Current assets
  

Debtors:
 4 
15,086,339
15,071,093

Cash at bank and in hand
  
13,370
29,259

  
15,099,709
15,100,352

Creditors: amounts falling due within one year
 5 
(55,583)
(55,583)

Net current assets
  
 
 
15,044,126
 
 
15,044,769

Total assets less current liabilities
  
15,044,126
15,044,769

  

Net assets
  
15,044,126
15,044,769


Capital and reserves
  

Called up share capital 
 6 
7,750,000
7,750,000

Profit and loss account
  
7,294,126
7,294,769

Shareholders' funds
  
15,044,126
15,044,769


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: 




J B Duffy
Director

Date: 28 January 2025

The notes on pages 9 to 11 form part of these financial statements.
Page 8

 
CITY & SOUTHERN LIMITED
 

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

1.


General information

City & Southern Limited is a private company limited by shares incorporated and domiciled in the United Kingdom and registered in England and Wales. The address of its registered office and principal place of business is Duffy House, 1 Mount Road, Feltham, Middlesex, United Kingdom, TW13 6AR. 

The financial statements are prepared in Sterling (£) which is the functional currency of the Company. The financial statements are for the year ended 30 April 2024 (2023: 30 April 2023).

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention. 

The following principal accounting policies have been applied:

 
2.2

Current taxation

Tax is recognised in the statement of income and retained earnings 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.

 
2.3

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities such as trade and other debtors and creditors, loans from banks and other third parties, loans with related parties and investments in ordinary shares. 

All financial assets and liabilities are initally measured at transaction price and subsequently measured at amortised cost.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date.


3.


Employees

The average monthly number of employees, including directors, during the year was 2 (2023: 2). 

Page 9

 
CITY & SOUTHERN LIMITED
 

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

4.


Debtors

2024
2023
£
£


Trade debtors
23,715
23,716

Amounts owed by group undertakings
15,062,624
15,046,979

Other debtors
-
398

15,086,339
15,071,093


Amounts owed by group undertakings are interest free, unsecured and payable on demand. 
 

5.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
2,845
2,845

Amounts owed to group undertakings
52,738
52,738

55,583
55,583


Amounts owed to group undertakings are interest free, unsecured and payable on demand. 
 

6.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



7,750,000 Ordinary shares of £1.00 each
7,750,000
7,750,000



7.


Contingent liabilities

In 2019, HMRC issued an assessment in respect of an alleged de-grouping charge on land acquired in a prior period by the Company. The amount of corporation tax charged by the assessment is £2,286,115 which is noted as a contingent liability. Having taken appropriate professional tax advice before and after the transactions concerned, and having received further professional tax advice following receipt of the assessment, the Company has appealed the assessment and expects the appeal to be upheld with the result that no tax will be paid.  


8.


Related party transactions

The Company has taken advantage of the exemptions conferred by section 33 of FRS 102 from the requirement to make disclosures regarding transactions with other wholly owned subsidiaries within the Group

Page 10

 
CITY & SOUTHERN LIMITED
 

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

9.


Ultimate controlling party

The Company is a wholly owned subsidiary of Duffy Group Holdings Limited, which is the ultimate parent Company, and is incorporated and domiciled in the United Kingdom and registered in England and Wales.
The largest and smallest group in which the results of the Company are consolidated is that headed by Duffy Group Holdings Limited. The consolidated financial statements of this Company are available to the public and may be obtained from their registered office at Duffy House, 1 Mount Road, Feltham, Middlesex, TW13 6AR. No other financial statements include the results of this Company.
The ultimate controlling party is J B Duffy, the shareholder of Duffy Group Holdings Limited.

Page 11