Company registration number 08020882 (England and Wales)
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
COMPANY INFORMATION
Directors
U Tan
K Sing Li
Y Li Tan
(Appointed 31 July 2024)
Company number
08020882
Registered office
4 Aztec Row
Berners Road
London
N1 0PW
Auditor
Azets Audit Services Limited
Gladstone House
77-79 High Street
Egham
TW20 9HY
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditor's report
3 - 5
Statement of comprehensive income
6
Statement of financial position
7 - 8
Statement of changes in equity
9
Statement of cash flows
10
Notes to the financial statements
11 - 25
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2024
- 1 -

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

Principal activities

The principal activities of the Company in the year under review were that of letting investment properties.

Results and dividends

The results for the year are set out on page 6.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

U Tan
M Kuah
(Resigned 31 July 2024)
K Sing Li
Y Li Tan
(Appointed 31 July 2024)
Auditor

Azets Audit Services Limited were appointed as auditor to the company during the year to fill the casual vacancy arising on the resignation of the previous auditor, Cheesmans.

Directors Statement as to the disclosure of information to Auditors

All of the current directors have taken all the steps that they ought to have taken to make themselves aware of any information needed by the Company's auditors for the purpose of their audit and to establish that the auditors are aware of that information. The directors are not aware of any relevant audit information of which the auditors are unaware.

This report has been prepared in accordance with the special provisions of Part 15 of the Companies Act 2006 relating to small companies.

On behalf of the board
U Tan
Director
18 October 2024
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2024
- 2 -

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 International accounting standards in conformity with the requirements of the Companies Act 2006. 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:

 

 

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.

BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
- 3 -
Opinion

We have audited the financial statements of Berjaya UK Investment & Development Limited (the 'company') for the year ended 30 June 2024 which comprise the income statement, the statement of financial position, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK adopted international accounting standards.

In our opinion the financial statements:

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 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, however we bring the readers attention to note 1.2 of the financial statements.

 

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 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:

BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED (CONTINUED)
- 4 -
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:

Responsibilities of directors

As explained more fully in the directors' report, 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.

Extent to which 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 and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud. We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED (CONTINUED)
- 5 -

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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.

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.

 

Paul Creasey (Senior Statutory Auditor)
For and on behalf of Azets Audit Services Limited
18 October 2024
Chartered Accountants
Statutory Auditor
Gladstone House
77-79 High Street
Egham
TW20 9HY
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2024
- 6 -
2024
2023
Notes
£
£
Revenue
3
2,228,830
2,072,007
Cost of sales
(397,414)
(448,037)
Gross profit
1,831,416
1,623,970
Administrative expenses
(557,948)
(390,244)
Other gains and losses
9
(7,500,000)
107,128
Operating profit
4
(6,226,532)
1,340,854
Investment income
7
246
61
Finance costs
8
(2,852,318)
(2,327,884)
Loss before taxation
(9,078,604)
(986,969)
Income tax expense
10
-
-
Loss and total comprehensive income/(loss) for the year
(9,078,604)
(986,969)

The income statement has been prepared on the basis that all operations are continuing operations.

BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
30 JUNE 2024
30 June 2024
- 7 -
2024
2023
Notes
£
£
Non-current assets
Property, plant and equipment
12
808
3,406
Investment property
11
41,000,000
48,500,000
41,000,808
48,503,406
Current assets
Trade and other receivables
13
92,750
62,874
Cash and cash equivalents
583,244
1,275,102
675,994
1,337,976
Total assets
41,676,802
49,841,382
Current liabilities
Trade and other payables
18
1,213,674
1,269,797
Borrowings
15
1,951,806
1,949,196
Deferred revenue
20
131,441
171,694
3,296,921
3,390,687
Net current liabilities
(2,620,927)
(2,052,711)
Non-current liabilities
Trade and other payables
18
799,042
1,202,367
Borrowings
15
44,144,590
42,733,475
Deferred tax liabilities
19
604
604
44,944,236
43,936,446
Total liabilities
48,241,157
47,327,133
Net (liabilities)/assets
(6,564,355)
2,514,249
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT
30 JUNE 2024
30 June 2024
2024
2023
Notes
£
£
- 8 -
Equity
Called up share capital
22
8,000,000
8,000,000
Retained earnings
(14,564,355)
(5,485,751)
Total equity
(6,564,355)
2,514,249
The financial statements were approved by the board of directors and authorised for issue on 18 October 2024 and are signed on its behalf by:
U Tan
Director
Company Registration No. 08020882
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2024
- 9 -
Share capital
Retained earnings
Total
£
£
£
Balance at 1 July 2022
8,000,000
(4,498,782)
3,501,218
Year ended 30 June 2023:
Loss and total comprehensive loss for the year
-
(986,969)
(986,969)
Balance at 30 June 2023
8,000,000
(5,485,751)
2,514,249
Year ended 30 June 2024:
Loss and total comprehensive income for the year
-
(9,078,604)
(9,078,604)
Balance at 30 June 2024
8,000,000
(14,564,355)
(6,564,355)
Equity
The Company's equity is as follows:
- called up share capital represents the nominal value of shares issued; and
- profit and loss account represents cumulative profits or losses, net of dividends paid and other adjustments
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2024
- 10 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
26
1,260,342
1,160,807
Interest paid
(2,135,295)
(1,527,413)
Net cash outflow from operating activities
(874,953)
(366,606)
Investing activities
Purchase of property, plant and equipment
(951)
(1,742)
Purchase of investment property
(643,200)
(213,872)
Interest received
246
61
Net cash used in investing activities
(643,905)
(215,553)
Financing activities
Repayment of borrowings
2,827,000
1,786,000
Repayment of bank loans
(2,000,000)
(1,000,000)
Net cash generated from financing activities
827,000
786,000
Net (decrease)/increase in cash and cash equivalents
(691,858)
203,841
Cash and cash equivalents at beginning of year
1,275,102
1,071,261
Cash and cash equivalents at end of year
583,244
1,275,102
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
- 11 -
1
Material accounting policy information
Company information

Berjaya UK Investment & Development Limited is a private company limited by shares incorporated in England and Wales. The registered office is 4 Aztec Row, Berners Road, London, N1 0PW. The company's principal activities and nature of its operations are disclosed in the directors' report.

1.1
Basis of preparation

The financial statements have been prepared in accordance with UK adopted international accounting standards.

 

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, except for the revaluation of investment properties. The principal accounting policies adopted are set out below.

The preparation of financial statements in compliance with adopted IFRS requires the use of certain critical accounting estimates. It also requires the Company to exercise judgement in applying the Company's accounting policies. The areas where significant judgements and estimates have been made in preparing the financial statements and their effects are disclosed in note 2.

 

Impact of new standards

The following amendments to standards have been adopted for the first time in these financial statements:

 

None of these standards have had a material impact on the Company.

 

Standards issued but not yet effective up to the date of issuance of the company’s financial statements are listed below. This listing is of relevant standards and interpretations issued, which the company reasonably expects to be applicable at a future date:

 

 

The directors do not expect any material impact as a result of adopting the standards and amendments listed above in the financial year they become effective.

BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Material accounting policy information
(Continued)
- 12 -
1.2
Going concern

These financial statements have been prepared on a going concern basis. The directors have a reasonable expectation that the Company will continue in operational existence for the foreseeable future and at least twelve months from the approval of these financial statements. In adopting the going concern basis, the directors have considered the activities of the company and the principal risks and uncertainties. The directors have carried out a forecasting exercise for the 2025 financial year and the period thereafter up to September 2026.

 

Occupancy levels – considered to be the key variable - during the financial year ended 30 June 2024 ranged from between 94% to 100%, with an average occupancy of 98%. It has been assumed that occupancy levels for the projected period to September 2026 will fluctuate between 96% and 99%.

 

The result of these assumptions is a loss of £1.39m for the 2025 financial year before the impact of any change in property valuation. Significantly, this result assumes that the term loan interest rate of 8.73% per annum charged at the time of the preparation of the forecasts is maintained throughout the period until the loan falls due for repayment in October 2025; interest rate movements cannot realistically be predicted. Thereafter, it has been assumed that the Company secures a replacement loan on similar repayment terms with a more favourable interest rate of 7% per annum.

 

The Company also maintains a small cost base and a strong cash position, with the cash balance currently standing at around £850k. It has the support of its parent company who has confirmed that it will not recall the loan balance payable during the period of 12 months from the approval of the financial statements as well as providing assurances that it will continue to support the Company.

 

As a result, the directors believe that it is appropriate for the Company to adopt the going concern principle in preparing its financial statements.

1.3
Revenue

Revenue from rental of investment properties is recognised over time as the service is delivered. Revenue is recognised net of VAT and is typically charged in advance, resulting in deferred revenue balances for unfulfilled performance obligations. The resulting contract liabilities are described as deferred revenue (see note 20). There are no contract assets. Deferred revenue balances are typically settled within a year of the reporting date.

1.4
Property, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Fixtures and fittings
20% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in profit or loss.

BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Material accounting policy information
(Continued)
- 13 -
1.5
Investment properties

Investment properties are property held either to earn rental income or for capital appreciation, but not for sale in the ordinary course of business. Investment property is initially measured at cost, including transaction costs. Subsequent to initial recognition, investment property is stated at fair value. Fair value is arrived at by reference to market evidence of transaction prices for similar properties and is carried out by independent professional valuers.

 

Gains or losses arising from changes in the fair values of investment properties are recognised in profit or loss in the year in which they arise.

 

Cost includes expenditure that is directly attributable to the acquisition of investment property. The cost of self-constructed investment property includes the cost materials and direct labour, any other costs directly attributable to bringing the investment property to a working condition for their intended use and capitalised borrowing costs.

 

Investment property will be derecognised on disposal or when the investment property is permanently withdrawn from use and no future economic benefits are expected from its disposal. Any gain or loss on disposal of an investment property (calculated as the difference between the net proceeds from disposal and the carrying amount of the asset) is recognised in profit or loss.

 

When the use of property changes such that it is reclassified as property, plant and equipment, its fair value at the date of reclassification becomes its cost for subsequent accounting.

1.6
Impairment of tangible assets

At each reporting end date, the Company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Impairment of tangible assets (continued)

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

 

Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.7
Fair value measurement

IFRS 13 establishes a single source of guidance for all fair value measurements. IFRS 13 does not change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under IFRS when fair value is required or permitted. The resulting calculations under IFRS 13 affected the principles that the company uses to assess the fair value, but the assessment of fair value under IFRS 13 has not materially changed the fair values recognised or disclosed. IFRS 13 mainly impacts the disclosures of the company. It requires specific disclosures about fair value measurements and disclosures of fair values, some of which replace existing disclosure requirements in other standards.

BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Material accounting policy information
(Continued)
- 14 -
1.8
Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.9
Financial assets

Financial assets are recognised in the Company's statement of financial position when the Company becomes party to the contractual provisions of the instrument.

 

Financial assets are classified into specified categories. The classification depends on the nature and purpose of the financial assets and is determined at the time of recognition.

 

Financial assets are initially measured at fair value plus transaction costs and thereafter at amortised cost.

Impairment of financial assets

Impairment provisions for trade receivables are recognised based on the simplified approach within IFRS 9 using a provision matrix in the determination of the lifetime expected credit losses. During this process the probability of the non-payment of the trade receivables is assessed. This probability is then multiplied by the amount of the expected credit loss for the trade receivables. For trade receivables, which are reported net, such provisions are recorded in a separate provision account with the loss being recognised within cost of sales in the statement of comprehensive income. On confirmation that the trade receivable will not be collectable, the gross carrying value of the asset is written off against the associated provision.

 

If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed. Any subsequent reversal of an impairment loss is recognised in the statement of comprehensive income to the extent that the carrying value of the asset does not exceed its amortised cost at the reversal date.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.10
Financial liabilities

Financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs. They are subsequently measured at amortised cost using the effective interest method, with interest expense recognised on an effective yield basis.

 

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability to the net carrying amount on initial recognition.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the Company’s obligations are discharged, cancelled, or they expire.

Financial instruments are offset when the Company has a legally enforceable right to offset and intends to settle either on a net basis, or to realise the asset and settle the liabilities simultaneously.

1.11
Equity instruments

Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.

BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Material accounting policy information
(Continued)
- 15 -
1.12
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of inventories or non-current assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the Company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.13
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

2
Critical accounting estimates and judgements

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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

The directors do not consider that there are any estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities.

3
Revenue
2024
2023
£
£
Revenue analysed by class of business
Income from investment properties
2,228,830
2,072,007
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging:
Depreciation of property, plant and equipment
3,549
4,190
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 16 -
5
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
16,900
12,500
For other services
Tax services
-
1,150
Other services
-
48,825
Total non-audit fees
-
49,975
6
Employees

The average monthly number of persons (including directors) employed by the Company during the year was:

2024
2023
Number
Number
Administrative and operational staff
6
4

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
198,442
118,851
Social security costs
11,246
5,261
Pension costs
2,223
1,170
211,911
125,282
There is no key management personnel or directors' remuneration.
7
Investment income
2024
2023
£
£
Interest income
Financial instruments measured at amortised cost:
Bank deposits
246
61
Income above relates to assets held at amortised cost, unless stated otherwise.
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 17 -
8
Finance costs
2024
2023
£
£
Interest on bank overdrafts and loans
2,147,110
1,732,589
Other interest payable
662,375
554,423
Loan arrangement fee
42,833
40,872
Total finance costs
2,852,318
2,327,884
9
Other gains and losses
2024
2023
£
£
Changes in the fair value of investment properties
(7,500,000)
107,128
10
Income tax expense
2024
2023
£
£

The charge for the year can be reconciled to the loss per the income statement as follows:

2024
2023
£
£
Loss before taxation
(9,078,604)
(986,969)
Expected tax credit based on a corporation tax rate of 25.00% (2023: 25.00%)
(2,269,651)
(246,742)
Effect of expenses not deductible in determining taxable profit
1,875,000
1,297
Revaluation (gains)/losses not taxable
-
0
(26,782)
Unutilised tax losses carried forward
394,002
271,620
Permanent capital allowances in excess of depreciation
(238)
(441)
Depreciation on assets not qualifying for tax allowances
887
1,048
Taxation charge for the year
-
-
11
Investment property
2024
2023
£
£
Fair value
At 1 July 2023 / 1 July 2022
48,500,000
47,000,000
Additions through subsequent expenditure
-
0
1,392,872
Fair value gain/(loss) recognised in statement of comprehensive income
(7,500,000)
107,128
At 30 June 2024 / 30 June 2023
41,000,000
48,500,000
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
11
Investment property
(Continued)
- 18 -

Investment property was valued at fair value on 30 June 2024 by Aitchinson Raffety, RICS registered valuers.

 

The residential property, which represents over 90% of the Company's investment property by value,has been valued using a market approach. This contrasts with the income approach adopted for the equivalent valuation at the end of the previous financial year which gave rise to a valuation of £44,000,000 based on level 3 inputs within the fair value hierarchy.

 

The residential property was recently marketed for sale so that the directors could assess interest. The objective of a fair value measurement is to estimate the price at which an orderly transaction to sell the relevant asset would take place between market participants under current market conditions. The directors consider that the best offer received of £37,000,000 represents a reliable indicator of the market value of the property and that a valuation on this basis it is categorised as a level 1 input in the fair value hierarchy. The directors assess transfers between the levels of the fair value hierarchy at each financial year end.

 

The valuation of the remaining commercial element of the investment property continues to be based on its intrinsic value, which is considered to be a level 3 input within the fair value hierarchy. Income has not recovered to the levels enjoyed before the Covid-19 Pandemic and the directors have recently taken steps to remedy this by engaging new agents and considering plans to make alterations to the property. Because of the disappointing income levels generated in two successive financial years, the directors do not consider that an income based approach to valuation is appropriate. However, because of the continued disappointing income levels generated in the financial year, the fair value of the commercial property has been reduced from £4,500,000 to £4,000,000. The revaluation loss of £500,000 is recognised in the statement of comprehensive income within Other gains and losses.

 

The fair value measurement is based on the above items' highest and best use, which does not differ from their actual use.

At 30 June 2024, there were no restrictions on the realisability of investment property or the remittance of income and proceeds of disposal (2023 - None).

 

There are currently no obligations to construct or develop the existing investment properties. At 30 June 2024, contractual obligations to purchase investment property amounted to £Nil (2023 : £Nil).

Rental income generated from the investment property in the year was £2,228,830 (2023: £2,072,007) with direct operating expenses of £397,414 (2023: £448,037).

12
Property, plant and equipment
Fixtures and fittings
£
Cost
At 1 July 2022
19,210
Additions
1,742
At 30 June 2023
20,952
Additions
951
At 30 June 2024
21,903
Accumulated depreciation and impairment
At 1 July 2022
13,356
Charge for the year
4,190
At 30 June 2023
17,546
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
12
Property, plant and equipment
Fixtures and fittings
£
(Continued)
- 19 -
Charge for the year
3,549
At 30 June 2024
21,095
Carrying amount
At 30 June 2024
808
At 30 June 2023
3,406
At 30 June 2022
5,854
13
Trade and other receivables
2024
2023
£
£
Trade receivables
31,733
11,307
VAT recoverable
667
-
0
Amounts owed by related parties
4,200
4,200
Other receivables
300
300
Prepayments
55,850
47,067
92,750
62,874

Trade receivables disclosed above are classified as loans and receivables and are therefore measured at amortised cost.

14
Trade receivables - credit risk
Fair value of trade receivables

The directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value.

No significant receivable balances are impaired at the reporting end date.

15
Borrowings
2024
2023
£
£
Unsecured borrowings at amortised cost
Other loans
22,285,015
18,921,797
Secured borrowings at amortised cost
Bank loans
23,811,381
25,760,874
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
15
Borrowings
(Continued)
- 20 -
Analysis of borrowings

Borrowings are classified based on amounts that are expected to be settled within 12 months of and after more than 12 months from the reporting date as follows:

2024
2023
£
£
Current liabilities
1,951,806
1,949,196
Non-current liabilities
44,144,590
42,733,475
46,096,396
44,682,671

The bank loan is secured against the Company's assets including its investment properties and supported by a corporate guarantee given by the ultimate parent company Berjaya Assets Berhad and an assignment of the Company's rental income. The original terms of the loan provided for capital repayments of £500,000 in each quarter of its seven year term followed by a final payment of £15,875,000 at the end of the term in October 2025. The COVID-19 pandemic led the Company to negotiate capital repayment holidays such that the capital repayments that otherwise fell due in the quarters April 2020 to October 2022 were not made and will instead be added to the final sum payable in October 2025. Loan interest accrues at 3.50% above the Bank of England's Sterling Overnight Index Average (SONIA) and is payable at the same time as the quarterly repayments of capital fell or fall due under the original terms of the loan.

 

 

16
Fair value of financial liabilities

The directors consider that the carrying amounts of financial liabilities carried at amortised cost in the financial statements approximate to their fair values.

BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 21 -
17
Liquidity risk

The following table details the remaining contractual maturity for the Company's borrowings with agreed repayment periods. The contractual maturity is based on the earliest date on which the Company may be required to pay.

Less than 1 month
3 months to 1 year
1 – 5 years
Total
£
£
£
£
At 30 June 2023
Borrowings
487,035
1,462,161
42,733,475
44,682,671
487,035
1,462,161
42,733,475
44,682,671
At 30 June 2024
Borrowings
487,659
1,464,147
44,144,590
46,096,396
487,659
1,464,147
44,144,590
46,096,396

Borrowings are shown net of unamortised finance costs as follows:

 

 

18
Trade and other payables
Current
Non-current
2024
2023
2024
2023
£
£
£
£
Trade payables
590,999
694,438
-
0
535,800
Accruals
74,738
42,663
-
0
-
0
Social security and other taxation
3,392
3,974
799,042
666,567
Other payables
544,545
528,722
-
0
-
0
1,213,674
1,269,797
799,042
1,202,367
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 22 -
19
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the Company and movements thereon during the current and prior reporting period.

ACAs
Total
£
£
Liability at 1 July 2022
604
604
Liability at 1 July 2023 and 30 June 2024
604
604

Deferred tax assets and liabilities are offset where the Company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Deferred tax liabilities above represents accelerated capital allowances (ACA's),

 

At the reporting end date the Company has unused tax losses of £7,891,000 (2023: £6,315,000) available for offset against future profits. The Company has an unrecognised deferred tax asset of £1,972,824 (2023: £1,442,963) in respect of such losses.

20
Deferred revenue
2024
2023
£
£
Arising from advance rental income receipts
131,441
171,694
All deferred revenues are expected to be settled within 12 months from the reporting date.
21
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
2,223
1,170

The Company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the Company in an independently administered fund.

22
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
8,000,000
8,000,000
8,000,000
8,000,000
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 23 -
23
Related party transactions
Other transactions with related parties

During the year the Company entered into the following transactions with related parties:

Interest charged
2024
2023
£
£
Parent company
662,375
554,423

The following amounts were outstanding at the reporting end date:

Amounts owed to related parties
2024
2023
£
£
Parent company
22,285,015
18,921,797

The amounts outstanding are unsecured and will be settled in cash.

 

Amounts repayable attract interest of 3.18% per annum charged on the outstanding balance.

The bank loan is guaranteed by the ultimate parent company, Berjaya Assets Berhad, a company incorporated in Malaysia. The bank loan was advanced for the specific purpose of refinancing an existing loan that was taken out in order to acquire 70 apartments at 1-17 Essex Road, London N1 2SE and 12a Islington Green, London N1 2XN.

24
Controlling party

The immediate parent entity is BTS (Cayman) Limited, a company incorporated in the Cayman Islands, holding 70% of the share capital. This is a wholly owned subsidiary of Berjaya Assets Berhad, which is incorporated in Malaysia.

 

The majority shareholder of Berjaya Assets Berhad is Tan Sri Vincent Tan. He is considered to be the ultimate controlling party. These financial statements will be consolidated into the financial statements of Berjaya Assets Berhad.

BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 24 -
25
Financial instruments - Risk management

Liquidity risk:

The directors consider that the risk of the Company encountering difficulty in meeting its financial obligations, in particular the ongoing repayments falling due under the terms of its bank loan, is managed by securing the undertaking of its parent company to continue to provide it with financial support.

 

Interest rate risk:

Interest payable on the Company's bank borrowings is linked to the Sterling Overnight Interest Average rate and as such will fluctuate with changes in interest rates. The continued support from the parent company will mitigate this risk.

 

Credit risk:

The directors do not consider there to be any material exposure to credit risk as tenants largely pay in advance.

 

Capital risk:

The Company is not subject to any externally imposed capital requirements.

 

26
Cash generated from operations
2024
2023
£
£
Loss for the year after tax
(9,078,604)
(986,969)
Adjustments for:
Finance costs
2,852,318
2,327,884
Investment income
(246)
(61)
Depreciation and impairment of property, plant and equipment
3,549
4,190
Fair value movement on investment properties
7,500,000
(107,128)
Movements in working capital:
(Increase)/decrease in trade and other receivables
(22,202)
191
Increase/(decrease) in trade and other payables
45,780
(83,685)
(Decrease)/increase in deferred revenue
(40,253)
6,385
Cash generated from operations
1,260,342
1,160,807
27
Net debt reconciliation
Acquisition/
Other
disposal of
New finance
non-cash
1 July 2023
Cash flows
subsidiaries
leases
changes
30 June 2024
£'000
£'000
£'000
£'000
£'000
£'000
Cash at bank & in hand
1,275,102
(691,858)
-
-
-
583,244
Bank loans
(25,760,874)
2,000,000
-
-
(50,507)
(23,811,381)
Other loans
(18,921,797)
(2,827.000)
-
-
(536,218)
(22,285,015)
(43,407,569)
(1,518,858)
-
-
(586,725)
(45,513,152)
Other non-cash changes relates to accrued interest and withholding tax on loaned amounts.
BERJAYA UK INVESTMENT & DEVELOPMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 25 -
28
Analysis of changes in net debt
1 July 2023
Cash flows
30 June 2024
£
£
£
Cash at bank and in hand
1,275,102
(691,858)
583,244
Borrowings excluding overdrafts
(44,682,671)
(1,413,725)
(46,096,396)
(43,407,569)
(2,105,583)
(45,513,152)
1 July 2022
Cash flows
30 June 2023
Prior year:
£
£
£
Cash at bank and in hand
1,071,261
203,841
1,275,102
Borrowings excluding overdrafts
(43,404,760)
(1,277,911)
(44,682,671)
(42,333,499)
(1,074,070)
(43,407,569)
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