Company registration number 1386287 (England and Wales)
Matthew Investments Limited
Annual Report and Financial Statements
For the year ended 30 April 2024
Matthew Investments Limited
Contents
Page
Company information
1
Strategic report
2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Statement of income and retained earnings
8
Balance sheet
9
Notes to the financial statements
10 - 14
Matthew Investments Limited
Company Information
- 1 -
Directors
Mr C H Gallagher
Mr D P Gallagher
Mrs Y M Bailey
Mr D A Gallagher
Ms A M Gallagher
Mr N W Hutchinson
Secretary
Mr D P Gallagher
Company number
1386287
Registered office
Pendragon House
65 London Road
St Albans
Herts
AL1 1LJ
Auditor
Gilberts Chartered Accountants
Pendragon House
65 London Road
St Albans
Hertfordshire
AL1 1LJ
Matthew Investments Limited
Strategic Report
For the year ended 30 April 2024
- 2 -
The directors present the strategic report for the year ended 30 April 2024.
Principal activities
The principal activity of the company continued to be that of commercial property development, dealing with planning matters to enhance the value of freehold properties held by group companies, and holding shares in subsidiary undertakings.
Review of business
The company made a profit before tax for the year of £9,303,812 (2023 - £9,017,468). There have been no significant changes in the business of the company over the year and the directors have not identified any suitable commercial property development projects.
At the year end the company had shareholders' funds of £5,184,856 (2023 - £4,146,372).
Principal risks and uncertainties
The company operates in a competitive market which can be affected by factors such as changes in the economy, commercial property and land values and interest rates.
Future developments
The directors are of the view that the continued economic uncertainty had a minimal direct effect on the profitability of the company the reporting period. However, they feel the economic forecast will no doubt effect the profitability of trading companies within the group and consequently the level of dividends and management charges receivable in the current year.
Key performance indicators
The company's performance is measured and reviewed by the directors on a regular basis comparing actual performance against budgets.
s172 Statement
The strategy of the company is designed to deliver long term value for its shareholders. It aims to balance the demands of the main customer with the principal risks and uncertainties faced by the business.
The directors are fully committed to operating ethically and responsibly in relation to all its stakeholders including customers and suppliers. The board recognises that the long-term success of the company relies upon good relations with its various stakeholders. The directors periodically review the company's stakeholder strategy and action plan and thereby updates the analysis of the stakeholders and their interests and assesses how their needs and expectations are being managed.
Mr D P Gallagher
Director
9 January 2025
Matthew Investments Limited
Directors' Report
For the year ended 30 April 2024
- 3 -
The directors present their annual report and financial statements for the year ended 30 April 2024.
Results and dividends
The results for the year are set out on page 8.
Ordinary dividends were paid amounting to £8,000,000. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr C H Gallagher
Mr D P Gallagher
Mrs Y M Bailey
Mr D A Gallagher
Ms A M Gallagher
Mr N W Hutchinson
Auditor
In accordance with the company's articles, a resolution proposing that Gilberts Chartered Accountants be reappointed as auditor of the company will be put at a General Meeting.
Statement of directors' responsibilities
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;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; 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 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.
Strategic report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.
Matthew Investments Limited
Directors' Report (Continued)
For the year ended 30 April 2024
- 4 -
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.
On behalf of the board
Mr D P Gallagher
Director
9 January 2025
Matthew Investments Limited
Independent Auditor's Report
To the Member of Matthew Investments Limited
- 5 -
Opinion
We have audited the financial statements of Matthew Investments Limited (the 'company') for the year ended 30 April 2024 which comprise the profit and loss account, the balance sheet and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 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 strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
Matthew Investments Limited
Independent Auditor's Report (Continued)
To the Member of Matthew Investments Limited
- 6 -
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 strategic report or 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.
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.
Explanations as to what extent the audit was considered capable of 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. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed in our approach below:
•
We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council and UK taxation legislation.
•
We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.
•
We enquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.
•
Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance, miscellaneous receipt and payments testing, journal entry testing, analytical procedures and obtaining additional corroborative evidence as required.
•
We communicated relevant key laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud and non-compliance with laws and regulations throughout the audit.
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.
Matthew Investments Limited
Independent Auditor's Report (Continued)
To the Member of Matthew Investments Limited
- 7 -
This report is made solely to the company's member 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 member those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.
Amanda Ruggles (Senior Statutory Auditor)
For and on behalf of Gilberts Chartered Accountants
Pendragon House
65 London Road
St Albans
Hertfordshire
AL1 1LJ
9 January 2025
Matthew Investments Limited
Statement of Income and Retained Earnings
For the year ended 30 April 2024
- 8 -
2024
2023
Notes
£
£
Turnover
-
-
Administrative expenses
(49,315)
(58,597)
Other operating income
1,008,000
768,000
Operating profit
958,685
709,403
Interest receivable and similar income
4
8,345,127
8,308,065
Profit before taxation
9,303,812
9,017,468
Tax on profit
5
(265,328)
(151,066)
Profit for the financial year
9,038,484
8,866,402
Retained earnings brought forward
4,046,372
5,179,970
Dividends
6
(8,000,000)
(10,000,000)
Retained earnings carried forward
5,084,856
4,046,372
The profit and loss account has been prepared on the basis that all operations are continuing operations.
Matthew Investments Limited
Balance Sheet
As at 30 April 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
7
2,740,010
2,740,010
Current assets
Debtors
9
695,167
12,000
Cash at bank and in hand
1,885,908
1,498,329
2,581,075
1,510,329
Creditors: amounts falling due within one year
10
(136,229)
(103,967)
Net current assets
2,444,846
1,406,362
Net assets
5,184,856
4,146,372
Capital and reserves
Called up share capital
11
100,000
100,000
Profit and loss reserves
5,084,856
4,046,372
Total equity
5,184,856
4,146,372
The financial statements were approved by the board of directors and authorised for issue on 9 January 2025 and are signed on its behalf by:
Mr C H Gallagher
Mr D P Gallagher
Director
Director
Company registration number 1386287 (England and Wales)
Matthew Investments Limited
Notes to the Financial Statements
For the year ended 30 April 2024
- 10 -
1
Accounting policies
Company information
Matthew Investments Limited is a private company limited by shares incorporated in England and Wales. The registered office is Pendragon House, 65 London Road, St Albans, Herts, AL1 1LJ.
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.
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. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemption from the requirement to present a statement of cash flow and related notes.
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
The company is a wholly owned subsidiary of Gallagher Holdings Limited and the results of the company are included in the consolidated financial statements of Gallagher Investments Limited which are available from the registered office (address on page 1).
1.2
Going concern
Atruet the time of approving the financial statements, the directors 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
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
Matthew Investments Limited
Notes to the Financial Statements (Continued)
For the year ended 30 April 2024
1
Accounting policies
(Continued)
- 11 -
1.4
Financial instruments
The company has elected to apply the provisions of Section 11 and Section 12 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.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price 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 fair value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Basic financial liabilities
Basic financial liabilities, which include trade and other payables and bank loans, are initially measured at transaction price and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present fair value of the future receipts discounted at a market rate of interest.
1.5
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.
1.6
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.
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.
3
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
4,500
4,500
Matthew Investments Limited
Notes to the Financial Statements (Continued)
For the year ended 30 April 2024
- 12 -
4
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
102,616
64,998
Other interest income
11
567
Total interest revenue
102,627
65,565
Income from fixed asset investments
Income from shares in group undertakings
8,242,500
8,242,500
Total income
8,345,127
8,308,065
5
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
265,328
151,066
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
9,303,812
9,017,468
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.49%)
2,325,953
1,757,505
Dividend income
(2,060,625)
(1,606,439)
Taxation charge for the year
265,328
151,066
6
Dividends
2024
2023
£
£
Final paid
8,000,000
10,000,000
Matthew Investments Limited
Notes to the Financial Statements (Continued)
For the year ended 30 April 2024
- 13 -
7
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
8
2,740,010
2,740,010
8
Subsidiaries
Details of the company's subsidiaries at 30 April 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Charles Gallagher Limited
Pendragon House, 65 London Road, St. Albans, Hertfordshire, AL1 1LJ
Ordinary
100.00
-
Charles Wilson Engineers Limited
Pendragon House, 65 London Road, St Albans, Hertfordshire, AL1 1LJ
Ordinary
97.00
-
Frank P Taylor Limited
13-18 City Quay, Dublin 2, D02 ED70
Ordinary
100.00
-
CWE Holdco Pty Limited
Australia
Ordinary
-
97.00
CWE Bidco Pty Limited
Australia
Ordinary
-
97.00
ABS Pty Limited
Australia
Ordinary
-
97.00
ABS Trading (NSW) Pty Limited
Australia
Ordinary
-
97.00
9
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
288,000
Amounts owed by group undertakings
407,167
12,000
695,167
12,000
10
Creditors: amounts falling due within one year
2024
2023
£
£
Corporation tax
55,487
71,191
Other taxation and social security
71,742
23,776
Accruals and deferred income
9,000
9,000
136,229
103,967
Matthew Investments Limited
Notes to the Financial Statements (Continued)
For the year ended 30 April 2024
- 14 -
11
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
'A' Ordinary shares of £1 each of £1 each
50,000
50,000
50,000
50,000
'B' Ordinary shares of £1 each of £1 each
50,000
50,000
50,000
50,000
100,000
100,000
100,000
100,000
The 'A' Ordinary shares carry 100% of the voting rights of the company but the holders are not entitled to participate in the profits of the company through dividends nor to participate in the company's assets in excess of the paid up amount on a winding up.
The 'B' ordinary shares do not carry any voting rights and the holders are entitled to participate in the profits of the company through dividends and in the assets of the company in excess of the paid up amount on a winding up.
12
Related party transactions
During the year the company received a management charge of £1,008,000 (2023 - £768,000) from Charles Wilson Engineers Limited, a subsidiary undertaking.
During the year the company paid a management charge of £36,000 (2023 - £46,000) to Matthew Homes Limited, a company under common control.
13
Ultimate controlling party
The directors consider that the parent undertaking of the company is Gallagher Holdings Limited and the ultimate parent undertaking to be Shrewsbury Holdings Limited, a company incorporated in Jersey.
The following are the parents of the largest and smallest groups in which this company's results are consolidated:
Largest group
Gallagher Investments Limited
Smallest group
Gallagher Investments Limited
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