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Registered number: 08787174
Thames Quay Properties Holdings Limited
Financial Statements
For The Year Ended 31 December 2023
Contents
Page
Directors' Report 1—2
Independent Auditor's Report 3—7
Consolidated Profit and Loss Account 8
Consolidated Statement of Comprehensive Income 9
Consolidated Balance Sheet 10—11
Company Balance Sheet 12—13
Consolidated Statement of Changes in Equity 14
Notes to the Financial Statements 15—22
Page 1
Directors' Report
The directors present their report and the financial statements for the year ended 31 December 2023.
Directors
The directors who held office during the year were as follows:
Mr Aiadurai Premananthan
Mr Allirajah Subaskaran
Mr Christopher Donald Michael Tooley Resigned 01/11/2023
Statement of Directors' Responsibilities
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 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 the group and of the profit or loss of the group for that period. In preparing the financial statements the directors are required to: 
  • select suitable accounting policies and then apply them consistently;
  • make judgments 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 and group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
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Statement of Disclosure of Information to Auditors
In the case of each director in office at the date the Directors' Report is approved: 
  • so far as the director is aware, there is no relevant audit information of which the company and group's auditors are unaware; and
  • they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company and group's auditors are aware of that information.
Small Company Rules
This report has been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.
Liability Limitation Agreement with Auditor
In accordance with Section 534 of the Companies Act 2006, the company has entered into a liability limitation agreement with its external auditor, Sterling Young Ltd. 
  • The principal term of the Agreement: The auditor's liability for statutory audit work is limited to three times the audit fee), in respect of any claim arising from or in connection with the audit work.
  • Date of Resolution Approving the Agreement: The liability limitation agreement was approved by the Shareholder of the company on August 08, 2024, in accordance with the company’s Articles of Association and relevant provisions of the Companies Act 2006..
  • The limits specified above shall be the maximum amounts for which the auditor, its directors, and employees shall be liable to all persons party to this agreement, and also to any other persons with whom the auditor has agreed the limits, as may rely on the auditor’s work. 
This disclosure is made in compliance with Section 534 of the Companies Act 2006, which mandates the disclosure of the terms of liability limitation agreements.
On behalf of the board
Mr Aiadurai Premananthan
Director
04/02/2025
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Independent Auditor's Report
Qualified opinion
We have audited the financial statements of Thames Quay Properties Holdings Limited (the 'company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated profit and loss account, the Consolidated and Company Balance Sheets, the Consolidated and Company Statements of Changes in Equity, 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 (United Kingdom Generally Accepted Accounting Practice), including FRS 102 -Section 1A for small entities ''The Financial Reporting Standard applicable in the UK and Republic of Ireland''.
In our opinion, except for the possible effects of the matter described in the Qualified opinion section of our report, the financial statements:
  • give a true and fair view of the state of the group's and of the company's affairs as at 31 December 2023 and of the group's 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. 
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Basis for Qualified Opinion
The Group: We were unable to obtain sufficient and appropriate audit evidence regarding the net wealth of a related party associated with one of the group’s directors. As such, we could not verify the recoverability of the following:
  • A loan of £18,155,000 to parties associated with the directors. 
  • The amount of £5,900,000 included within other debtors, relating to S455 tax will only be recoverable when loans due from related parties are repaid in full. 
In addition, the same matters were present in the comparative period (2022). Specifically, the auditors were unable to verify the recoverability of:
  • A loan of £16,066,000 to parties associated with the directors for the prior year (2022).
  • An amount of £5,900,000 relating to S455 tax for the prior year (2022), which will only be recoverable when the related party loans are repaid in full.
Without evidence to support the recoverability of these amounts in both current year and comparative period, we were unable to assess whether any adjustments to these balances were necessary, as such the consolidated balance sheet position and consolidated profit for the year of the group could be significantly misstated, leading to a potentially overstated financial standing.  
The financial statements reflect an investment property with an opening balance of £39,600,000, a revaluation surplus of £65,400,000, reclassification from property development of £3,407,572 and a closing value of £108,407,572 and related deferred tax amounting to £6,076,893. However, we could not obtain sufficient appropriate audit evidence to substantiate the fair value of the investment property as of the year-end date. 
  • The valuation was based on an external valuer appointed by the management, who agreed to the closing value of £105,000,000. 
  • Our independent external valuer, however, could not verify this valuation. 
  • We were unable to obtain an alternative reliable basis to support the valuation of the investment property at the year-end. 
Additionally, we do not agree with the separate capitalization of property development cost of £2,609,651in the comparative figures, which we consider should have been accounted for as addition to investment property.
The Company: With respect to amounts owed by group undertakings, included in the Company only Balance Sheet, having a carrying value of £115,109,051 which includes the reversal of an impairment amounting to £50,709,219, the audit evidence available to support the recoverability of this balance was limited to the net assets per the 31 December 2023 audited financial statements of the counterparty. 
However, the audit opinion on the financial statements of the counterparty includes a qualification pointing to the fact that the auditor could not obtain sufficient appropriate audit evidence with the respect to the recoverability of amounts owed by group undertakings to the value of £115,134,947, which will have an equal impact on the amounts owed by group undertakings per these financial statements, and hence we are qualifying our audit opinion as a result. The qualification also includes the impact of last year's amount owed by the group undertakings. 
Furthermore, we qualify our audit opinion regarding comparatives (2022) with respect to the amounts owed by group undertakings, which amounted to £45,306,000. The same limitations of audit evidence regarding the recoverability of these balances applied to both the current and comparative periods, and our opinion for the current year is similarly qualified. 
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.
We draw attention to note 2.4 in the financial statements, concerning the groups’s ability to continue as a going concern which includes:
  • Repayment of a related party loan and interest accrued thereon;
  • Repayment of a bank loan; and 
  • Inability to recover loan provided to a related party
These events or conditions indicate that a material uncertainty exists that may cast significant doubt on the group and company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter. 
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. 
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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 report. Our opinion on the group and company 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 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 group and the company and their environment obtained in the course of the audit, we have not identified material misstatements in the directors’ report. 
Matters arising solely from the limitation of our work referred above:
  • We have not obtained all the information and explanations that we considered necessary for the audit purpose.
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 by the company, or returns adequate for our audit have not been received from branches not visited by us; or 
  • the company 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 
  • 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, the directors are responsible for the preparation of the group and company 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 group and company financial statements, the directors are responsible for assessing the group’s and 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 group or the company or to cease operations, or have no realistic alternative but to do so. 
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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 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: 
  • We obtained an understanding of the group and company and the sector in which they operate to identify laws and regulations that could reasonably be expected to have a direct effect on the financial statements. We obtained our understanding in this regard through discussions with management, application of cumulative audit knowledge and experience of the sector.  
  • We determined the principal laws and regulations relevant to the company in this regard to be those arising from Companies Act 2006, UK tax legislation and Landlord and Tenants Act..
  • We designed our audit procedures to ensure the audit team considered whether there were any indications of non-compliance by the group and/or company with those laws and regulations. These procedures included, but were not limited to: enquiries of management, review of board meeting minutes and review of legal fees expenditure.  
  • We also identified the risks of material misstatement of the financial statements due to fraud. We considered, in addition to the non-rebuttable presumption of a risk of fraud arising from management override of controls, that potential for management bias in relation to the valuation of the group’s investment property. We addressed this risk by reviewing the competence, capabilities and objectivity of the valuers engaged to provide the valuation as well as the assumptions and calculations within the valuation itself.  
  • As in all of our audits, we addressed the risk of fraud arising from management override of controls by performing audit procedures which included but were not limited to: the testing of journals; reviewing accounting estimates for evidence of bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business. 
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 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. 
Mr Shoolin Girishkumar Yagnik (Senior Statutory Auditor)
for and on behalf of Sterling Young Limited , Statutory Auditor
04/02/2025
...CONTINUED
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Sterling Young Limited
Suite 50
238 Merton High Street
Wimbledon
SW19 1AU
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Consolidated Profit and Loss Account
2023 2022
Notes £ £
TURNOVER 3,595,378 3,531,596
GROSS PROFIT 3,595,378 3,531,596
Administrative expenses (3,558,274 ) (3,197,302 )
Other operating income 1,907,052 1,388,476
Fair value gains/(losses) on investment properties 65,400,000 (21,400,000 )
OPERATING PROFIT/(LOSS) 67,344,156 (19,677,230 )
Other interest receivable and similar income 2,088,628 1,848,655
Interest payable and similar charges (12,650,334 ) (11,570,681 )
PROFIT/(LOSS) BEFORE TAXATION 56,782,450 (29,399,256 )
Tax on Profit/(loss) (6,076,893 ) -
PROFIT/(LOSS) AFTER TAXATION BEING PROFIT/(LOSS) FOR THE FINANCIAL YEAR ATTRIBUTABLE TO THE OWNERS OF THE PARENT 50,705,557 (29,399,256 )
The notes on pages 15 to 22 form part of these financial statements.
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Consolidated Statement of Comprehensive Income
2023 2022
£ £
PROFIT FOR THE FINANCIAL YEAR 50,705,557 (29,399,256 )
OTHER COMPREHENSIVE INCOME FOR THE YEAR - -
TOTAL COMPREHENSIVE INCOME FOR THE YEAR ATTRIBUTABLE TO THE OWNERS OF THE PARENT 50,705,557 (29,399,256 )
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Consolidated Balance Sheet
Registered number: 08787174
2023 2022
Notes £ £ £ £
FIXED ASSETS
Tangible Assets 4 - 2,609,651
Investment Properties 5 108,407,572 39,600,000
108,407,572 42,209,651
CURRENT ASSETS
Debtors 7 29,068,252 25,554,951
Cash at bank and in hand 1,109 5,186
29,069,361 25,560,137
Creditors: Amounts Falling Due Within One Year 8 (4,133,251 ) (9,697,396 )
NET CURRENT ASSETS (LIABILITIES) 24,936,110 15,862,741
TOTAL ASSETS LESS CURRENT LIABILITIES 133,343,682 58,072,392
Creditors: Amounts Falling Due After More Than One Year 9 (187,077,500 ) (167,968,660 )
PROVISIONS FOR LIABILITIES
Provisions For Charges - (620,000 )
Deferred Taxation (6,076,893 ) -
NET LIABILITIES (59,810,711 ) (110,516,268 )
CAPITAL AND RESERVES
Called up share capital 10 200 200
Fair value reserve 11 59,323,107 -
Profit and Loss Account (119,134,018 ) (110,516,468 )
SHAREHOLDERS' FUNDS (59,810,711) (110,516,268)
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These accounts 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 on 04/02/2025 and were signed on its behalf by:
Mr Aiadurai Premananthan
Director
04/02/2025
The notes on pages 15 to 22 form part of these financial statements.
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Company Balance Sheet
Registered number: 08787174
2023 2022
Notes £ £ £ £
FIXED ASSETS
Investments 6 201 201
201 201
CURRENT ASSETS
Debtors 7 115,109,052 45,287,767
Cash at bank and in hand 995 1,658
115,110,047 45,289,425
Creditors: Amounts Falling Due Within One Year 8 (6,225 ) -
NET CURRENT ASSETS (LIABILITIES) 115,103,822 45,289,425
TOTAL ASSETS LESS CURRENT LIABILITIES 115,104,023 45,289,626
Creditors: Amounts Falling Due After More Than One Year 9 (174,927,500 ) (155,818,660 )
NET LIABILITIES (59,823,477 ) (110,529,034 )
CAPITAL AND RESERVES
Called up share capital 10 200 200
Profit and Loss Account (59,823,677 ) (110,529,234 )
SHAREHOLDERS' FUNDS (59,823,477) (110,529,034)
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In accordance with section 408(3) of the Companies Act 2006, the company has not presented its own profit and loss account and the related notes. The company's profit/(loss) for the year was £ 50,705,557 (2022: £(29,399,256 ) loss).
These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The company has taken advantage of section 444(1) of the Companies Act 2006 and opted not to deliver to the registrar a copy of the company's Profit and Loss Account.
On behalf of the board
Mr Aiadurai Premananthan
Director
04/02/2025
The notes on pages 15 to 22 form part of these financial statements.
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Consolidated Statement of Changes in Equity
Share Capital Fair value reserve Profit and Loss Account Total
£ £ £ £
As at 1 January 2022 200 - (81,117,212 ) (81,117,012)
Loss for the year and total comprehensive income - - (29,399,256 ) (29,399,256)
As at 31 December 2022 and 1 January 2023 200 - (110,516,468 ) (110,516,268)
Profit for the year and total comprehensive income - - 50,705,557 50,705,557
Transfer to/from Fair value reserve - - (59,323,107) (59,323,107)
Transfer to/from Profit & Loss Account - 59,323,107 - 59,323,107
As at 31 December 2023 200 59,323,107 (119,134,018 ) (59,810,711)
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Notes to the Financial Statements
1. General Information
Thames Quay Properties Holdings Limited is a private company, limited by shares, incorporated in England & Wales, registered number 08787174 . The registered office is 3rd Floor, Walbrook Building 195 Marsh Wal, London, E14 9SG.
2. Accounting Policies
2.1. Basis of Preparation of Financial Statements
The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.
Presentation currency
The financial statements are prepared in sterling, which is the functional currency of the company.
2.2. Basis Of Consolidation
The company is exempt from the requirement to prepare consolidated financial statements as it is small company, however, it has elected to prepare them on a voluntary basis
The group consolidated financial statements include the financial statements of the company and all of its subsidiary undertakings together with the group’s share of the results of associates made up to 31 December 2023.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where the group owns less than 50% of the voting powers of an entity but controls the entity by virtue of an agreement with other investors which give it control of the financial and operating policies of the entity, it accounts for that entity as a subsidiary.
Where a subsidiary has different accounting policies to the group, adjustments are made to those subsidiary financial statements to apply the group’s accounting policies when preparing the consolidated financial statements.
Any subsidiary undertakings or associates sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively.
Where control of a subsidiary is lost, the gain or loss is recognised in the consolidated income statement. The cumulative amounts of any exchange differences on translation, recognised in equity, are not included in the gain or loss on disposal and are transferred to retained earnings. The gain or loss also includes amounts included in other comprehensive income that are required to be reclassified to profit or loss but excludes those amounts that are not required to be reclassified.
Where control of a subsidiary is achieved in stages, the initial acquisition that gave the group control is accounted for as a business combination. Thereafter where the group increases its controlling interest in the subsidiary the transaction is treated as a transaction between equity holders. Any difference between the fair value of the consideration paid and the carrying amount of the non-controlling interest acquired is recognised directly in equity. No changes are made to the carrying value of assets, liabilities or provisions for contingent liabilities.
2.3. Business Combinations
Business combinations are accounted for by applying the purchase method.
The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination. Where control is achieved in stages the cost is the consideration at the date of each transaction.
Contingent consideration is initially recognised at estimated amount where the consideration is probable and can be measured reliably. Where (i) the contingent consideration is not considered probable or cannot be reliably measured but subsequently becomes probable and measurable or (ii) contingent consideration previously measured is adjusted, the amounts are recognised as an adjustment to the cost of the business combination.
On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Intangible assets are only recognised separately from goodwill where they are separable and arise from contractual or other legal rights. Where the fair value of contingent liabilities cannot be reliably measured they are disclosed on the same basis as other contingent liabilities.
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2.4. Going Concern Disclosure
The Directors believe the Company can meet its obligations to creditors for at least 12 months from the approval of the financial statements. The Company’s investment property, initially costing £84.1 million, was partially funded by a loan involving related parties, including WWW Holding Limited and Thames Quay Properties Limited.
Due to uncertainties regarding WWW Holding’s financial stability and the repayment of a bank loan, the Directors acknowledge a material uncertainty about the Company’s ability to continue as a going concern. Forecasts assume the loan interest from Thames Quay will accrue without repayment, and the Company relies on ongoing financial support from WWW Holding for property redevelopment and operational funding. However, this support is not legally binding.
While WWW Holdings has expressed willingness to continue financial support and defer repayments, its ability to provide this support is uncertain. Its most recent financial statements (year-end 31 December 2021) received a disclaimer audit opinion, citing insufficient evidence of its ability to operate as a going concern. The loan repayment has been extended to October 2025.
2.5. Significant judgements and estimations
In preparing these Financial Statements, management has made judgements, estimates and assumptions in the application of accounting policies that affect the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and judgements are continuously evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable. Revisions to accounting estimates are recognised prospectively.
Land and buildings
The Group’s investment property has been valued by a professional third party valuer. The value is based on the market value of the site in its current state. The valuer has taken into consideration the comparable evidence, their in house property records  and the experience of valuing a property of this type  within the location where this property is located. The property has been valued solely on the basis of its development potential as the value of this dwarfs the current usage.
Recoverability of related party loan and inter-company debtors
The Company has made a material loan to a related party. In assessing the recoverability of that loan, management has assessed the net worth of the debtor and their spouse.
Management evaluates the recoverability of intercompany debtors by reviewing accounting information in relation to the debtor companies.
2.6. Turnover
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Group and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration receivable, excluding discounts, rebates and Value Added Tax. Turnover represents rental income from the lease of land and buildings and is recognised in the Consolidated Profit or loss on a straight-line basis over the lease term. Lease incentives granted are recognised over the term of the lease. 
Service charge income related to the maintenance charged collected from existing Tenants to cover the expenses. Service Income for each tenant will be calculated based on the sq. ft area.
2.7. Tangible Fixed Assets and Depreciation
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:
Freehold See note below
2.8. Investment Properties
All investment properties are carried at fair value determined annually and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. Changes in fair value are recognised in the profit and loss account and consequently transferred to fair value reserve.
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2.9. Financial Instruments
The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated profit or loss.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
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 Group would receive for the asset if it were to be sold at the balance sheet date.
Where an arrangement constitutes a financing transaction, the financial asset or liability is measured at the present value of future payments discounted at a market rate of interest for a similar debt instrument. An arrangement constitutes a financing transaction if payment is deferred beyond normal business terms or is financed at a rate of interest which is not the market rate.
Interest-bearing borrowings classified as basic financial instrument
Interest-bearing borrowings are recognised initially at the present value of future payments discounted at a market rate of interest. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost using the effective interest method, less any impairment losses.
Interest-bearing borrowings are recognised net of initial fees which are amortised using the effective interest rate method.
All borrowing costs are recognised in the Consolidated profit or loss in the year in which they are incurred.
2.10. Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the profit or loss because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.
Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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 assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
...CONTINUED
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2.10. Taxation - continued
Current or deferred tax for the year is recognised in profit or loss, except when they related to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.
2.11. Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
3. Average Number of Employees
Group
Average number of employees, including directors, during the year was: NIL (2022: NIL)
Company
Average number of employees, including directors, during the year was: NIL (2022: NIL)
- -
- -
4. Tangible Assets
Group
Land & Property
Freehold
£
Cost or Valuation
As at 1 January 2023 2,609,651
Additions 797,921
Transfers (3,407,572 )
As at 31 December 2023 -
Net Book Value
As at 31 December 2023 -
As at 1 January 2023 2,609,651
Cost or valuation as at 31 December 2023 represented by:
Land & Property
Freehold
£
-
Thames Quay Properties II Limited (TQP II) has been established as a corporate vehicle to develop the existing 3.5 acre site at Marsh Wall for residential developments.
The Company has engaged Buro Happold Limited to lead the initial design development and engineering works. These development expenses are being capitalised in line with the Company's accounting policies.
The company has appointed Band Capital to prepare a redevelopment plan and company will incur costs accordingly. There is a risk that if the redevelopment plan is not approved the authorities or fail due to unforeseen events all the cost so far capitalized will be impaired and expensed out. On the other hand, if the property is redeveloped into residential towers this will increase the fair value of all the properties of the Company. Hence during the year 2023 , we have transferred the property development to Investment property as it is not separately identifiable.
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Company
The company had no tangible fixed assets as at 31 December 2023 or 31 December 2022.
5. Investment Property
Group
2023
£
Fair Value
As at 1 January 2023 39,600,000
Revaluations 65,400,000
Transfers 3,407,572
As at 31 December 2023 108,407,572
If investment property had been accounted for under historical cost accounting rules, the amounts would be:
2023 2022
£ £
Cost 84,134,000 84,134,000
The freehold and leasehold investment properties have been valued at £105m (2022: £39.6m) by external valuers, Taylor Chartered Surveyors. The valuation has been carried out in accordance with the current UK edition of the RICS Valuation -Professional Standards, published by The Royal Institution of Chartered Surveyors ("the Red Book"). The valuation of each of the investment properties has been prepared on the basis of fair value which which is the redevelopment of the property into residential towers. The valuation has been provided for accounts purposes and, as such, is a Regulated Purpose Valuation as defined in the Red Book. In compliance with the disclosure requirements of the Red Book, Taylor Chartered Surveyors has confirmed:
- Taylor Chartered Surveyors does not provide other significant professional or agency services to the Company; and
- The fee payable to Taylor Chartered Surveyors is a fixed amount per property and is not contingent on the appraised value. The investment property is pledged as security for loans entered into during the year.
Company
The company had no investment property as at 31 December 2023 or 31 December 2022.
6. Investments
Company
Unlisted
£
Cost
As at 1 January 2023 201
As at 31 December 2023 201
Provision
As at 1 January 2023 -
As at 31 December 2023 -
Net Book Value
As at 31 December 2023 201
As at 1 January 2023 201
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Name
Principal activity
Class of shares
Holding
Thames Quay Properties III Limited
Financing
Ordinary
100%
Thames Quay Properties Limited
Financing
Ordinary
100%
Thames Quay Properties II Limited
Property investment
Ordinary
100%
All subsidiaries are incorporated in England and Wales. The registered office of all the above companies is 3rd Floor, Walbrook Building, 195 Marsh Wall, London, E14 9SG.
7. Debtors
Group Company
2023 2022 2023 2022
£ £ £ £
Due within one year
Trade debtors 586,941 937,910 - -
Amounts owed by group undertakings - - 115,105,827 45,287,767
Amounts owed by participating interests 18,155,000 - - -
Other debtors 10,326,311 2,650,294 3,225 -
29,068,252 3,588,204 115,109,052 45,287,767
Due after more than one year
Other debtors - 21,966,747 - -
29,068,252 25,554,951 115,109,052 45,287,767
The loan to parties associated to Directors represent transaction that had initially been provided a rate that is less than market value and has been discounted back at a commercial rate over the expected term of the loan. The difference between the fair value of the loan and the original loan value has been recorded as interest.
The loan to parties associated to directors is interest-free, unsecured and due for repayment on 24 October 2024.
There is an amount in other debtors falling due less than one year of £5.9m (2022: £5.9m) that relates to S455 tax and will be fully recovered when the loan to parties related to directors is fully paid. 
Incuded in other debtors due within one year is £1.2m (2022: £1.2m) of restricted funds held as a security deposit by the group against the bank loan. 
8. Creditors: Amounts Falling Due Within One Year
Group Company
2023 2022 2023 2022
£ £ £ £
Trade creditors 2,202,984 568,273 - -
Bank loans and overdrafts - 7,850,000 - -
Other creditors 1,752,022 1,159,980 6,225 -
Taxation and social security 178,245 119,143 - -
4,133,251 9,697,396 6,225 -
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9. Creditors: Amounts Falling Due After More Than One Year
Group Company
2023 2022 2023 2022
£ £ £ £
Bank loans 12,150,000 12,150,000 - -
Other loans 174,927,500 155,818,660 174,927,500 155,818,660
187,077,500 167,968,660 174,927,500 155,818,660
Amounts owed to related parties are unsecured and has a nominal interest rate of 7%. The related party loan does not have a specified date of maturity.Amount owed to related parties must not be repaid until the bank loans have been fully repaid.
The bank loan of £12.15m secured on the investment property (note 6) is repayabale post year end to October 2025. During the year £7.85m was borrowed from WWW Holding Company to settle a covenant call on the bank loan.
10. Share Capital
2023 2022
£ £
Allotted, Called up and fully paid 200 200
11. Reserves
Group
Fair Value Reserve
£
Transfer to profit and loss 59,323,107
As at 31 December 2023 59,323,107
12. Post Balance Sheet Events
There was no material events or transactions to the best of our knowledge pertaining to Thames Quay Group entities have occurred after the year end.
13. Related Party Transactions
The Company has 100% ownership of its three subsidiaries, Thames Quay Properties Limited, Thames Quay Properties II Limited and Thames Quay Properties Ill Limited.
The Group is related to Lycamobile UK Limited, Lycatel Distribution UK Limited and WWW Holding Company Limited by virtue of a common shareholder. The transactions during the period and the period end balances are presented below.
Transaction values for the year ended 31 December 2023
Balance outstanding as at 31 December 2023
Transaction values for the year ended 31 December 2022
Balance outstanding as at 31 December 2022
Rendering of services property rent charges
Lycamobile UK Limited
1,603,237
1,613,071
1,588,084
854,015
Lycatel Distribution UK Limited
303,640
768,078
285,054
270,980
Lycatel Services Limited
150,000
418,817
-
-
Loans and related interest payable
WWW Holding Company Limited
11,385,339
174,927,449
10,491,311
155,819,000
...CONTINUED
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Loans to parties associated to directors
Prema Subaskaran
-
18,155,000
-
16,066,000
Company
Loan and interest receivable
Thames Quay Properties III Limited
11,385,339
115,134,949
10,491,311
45,218,000
Loan and interest payable
WWW Holding Company Limited
11,385,339
174,927,449
10,491,311
155,819,000
14. Auditor Liability Limitation Agreement
The company has entered into a liability limitation agreement with Sterling Young Ltd, the statutory auditor, in respect of the statutory audit for the period ended 31 December 2023. The proportionate liability agreement follows the standard terms in Appendix B to the Financial Reporting Council's June 2008 Guidance on Auditor Liability Agreements, and was approved by the member on 8 August 2024.
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