Company registration number 03925670 (England and Wales)
GREENFOUR LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
PAGES FOR FILING WITH REGISTRAR
GREENFOUR LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 11
GREENFOUR LIMITED
BALANCE SHEET
AS AT 31 MARCH 2024
31 March 2024
- 1 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Investment property
5
17,475,000
18,800,000
Current assets
Debtors
6
6,891,111
5,062,128
Cash at bank and in hand
64,341
9,512,830
6,955,452
14,574,958
Creditors: amounts falling due within one year
8
(938,285)
(2,468,848)
Net current assets
6,017,167
12,106,110
Total assets less current liabilities
23,492,167
30,906,110
Creditors: amounts falling due after more than one year
7
(11,021,410)
(11,021,410)
Provisions for liabilities
Deferred tax liability
10
2,314,281
2,663,447
(2,314,281)
(2,663,447)
Net assets
10,156,476
17,221,253
Capital and reserves
Called up share capital
11
1
1
Other reserves
9,743,906
10,789,601
Profit and loss reserves
412,569
6,431,651
Total equity
10,156,476
17,221,253

These financial statements have been prepared and delivered in accordance with the special provisions applicable to companies subject to the small companies regime.

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 19 March 2025 and are signed on its behalf by:
B Bourne
Director
Company registration number 03925670 (England and Wales)
GREENFOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -
1
Accounting policies
Company information

Greenfour Limited is a private company limited by shares incorporated in England and Wales. The registered office is 73 Cornhill, London, EC3V 3QQ. The trading address is Capital Tower, 91 Waterloo Road, London, SE1 8RT.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include investment properties at fair value. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 33 ‘Related Party Disclosures’: Related party transactions.

 

The financial statements of the company are consolidated in the financial statements of Happybadge Projects Limited. These consolidated financial statements are available from Companies House.

1.2
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements. true

Having reviewed the company's post balance sheet trading and financial forecasts, expected future cash flows and the general economic outlook for the UK, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future for at least 12 months from the date of signing these financial statements. The company holds reasonable cash reserves to shelter against the general economic uncertainty and to continue operationally, during which time it expects to continue to be profitable. The directors therefore continue to adopt the going concern basis in preparing the annual report and financial statements.

1.3
Reporting period

The company's reported results for the prior year are for a longer period, following a decision by the directors to extend the accounting reference date from 31 December 2022 to 31 March 2023.

GREENFOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 3 -
1.4
Turnover

Turnover represents the amount derived from ordinary activities, being rents receivable, service charges and related income, net of value added tax.

 

Rental income from properties leased out under an operating lease is recognised in the profit and loss account on a straight line basis over the term of the lease.

 

Where a rent-free period is included in the lease, the rental income foregone is allocated evenly over the period of the lease term.

1.5
Investment properties

Investment properties, which are properties held to earn rentals and/or for capital appreciation, are initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently they are measured at fair value at the reporting end date. The surplus or deficit on revaluation is recognised in the profit and loss account.

Deferred taxation is provided on gains at the rate expected to apply when the properties are sold.

1.6
Cash at bank and in hand

Cash and cash equivalents comprise cash balances and call deposits. Bank overdrafts that are repayable on demand and form an integral part of the company's cash management are included as a component of cash and cash equivalents for the purpose of the cash flow statement only.

1.7
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

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

Basic financial assets

Basic financial assets, which includes debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

GREENFOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 4 -
Impairment of financial assets

Financial assets, other than those held at fair value through the profit and loss account, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the profit and loss account.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in the profit and loss account.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including trade creditors, loans from the immediate parent undertaking and other creditors, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

 

The notes to the financial statements provide details of the finance secured by this company's immediate parent undertaking.

1.8
Equity instruments

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

1.9
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

GREENFOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 5 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date 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 is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax balances are not discounted.

1.10
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 stock or fixed 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.

1.11
Retirement benefits

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

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

GREENFOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 6 -
Key sources of estimation uncertainty

The estimates and assumptions which have a risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Investment properties

The company's investment properties, which are properties held to earn rentals and/or capital appreciation, are measured using the fair value model and stated at their fair value as at the reporting date. The directors have used their experience of the property market and with reference to formal advice from suitably qualified chartered surveyors and market evidence of transaction prices of similar properties, have assessed an appropriate value as at the reporting date, which they feel is reliable and on a conservative basis.

Bad debt provision

The directors have considered the bad debt provision by considering the financial situation of each tenant in each property. The directors make decisions on a case by case basis in assessing individual debtor recoverability, only providing against potential bad debts when a tenant is evidently under severe financial stress or where the directors’ opinion is that recoverability is doubtful.

3
Employees

The average monthly number of persons employed by the company during the year was:

2024
2023
Number
Number
Staff
1
1
4
Exceptional item

In the prior period, the company sold part of its investment property for a consideration of £15.3m, giving rise to a profit of £3.97m.

5
Investment property
2024
£
Fair value
At 1 April 2023
18,800,000
Additions through external acquisition
62,854
Net gains or losses through fair value adjustments
(1,387,854)
At 31 March 2024
17,475,000
GREENFOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
5
Investment property
(Continued)
- 7 -
If investment properties were stated on an historical cost basis rather than a fair value basis, the amounts would have been included as follows:
2024
2023
£
£
Cost
5,405,010
5,342,156
Accumulated depreciation
-
-
Carrying amount
5,405,010
5,342,156

The investment properties were valued at the year end at an open market value of £17.48m (2023: £18.8m) in August 2024 by a firm of chartered surveyors. The valuation was carried out on behalf of the group's financiers for lending purposes. The directors are of the opinion that the open market value at the year end is as stated above. No depreciation is provided in respect of these properties.

6
Debtors
2024
2023
as restated
Amounts falling due within one year:
£
£
Trade debtors
586,143
436,965
Amounts owed by group undertakings
5,857,486
3,443,590
Other debtors
217,591
840,380
Prepayments and accrued income
229,891
341,193
6,891,111
5,062,128
7
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Other borrowings
9
11,021,410
11,021,410
8
Creditors: amounts falling due within one year
2024
2023
as restated
£
£
Trade creditors
45,818
46,622
Corporation tax
48,025
1,318,579
Other taxation and social security
43,778
66,140
Other creditors
357,836
222,510
Accruals and deferred income
442,828
814,997
938,285
2,468,848
GREENFOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 8 -
9
Loans and overdrafts
2024
2023
£
£
Loans from group undertakings
11,021,410
11,021,410
Payable after one year
11,021,410
11,021,410

The company has a long term loan from its immediate parent company, Happybadge Projects Limited, which is linked to a term facility held by that company. The term facility expires in December 2028. Interest has been recharged to the company by Happybadge Projects Limited, on a quarterly basis, in line with group policy.

10
Deferred taxation

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:

Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
(11,805)
(13,071)
Revaluations
2,326,086
2,676,518
2,314,281
2,663,447
2024
Movements in the year:
£
Liability at 1 April 2023
2,663,447
Credit to profit or loss
(349,166)
Liability at 31 March 2024
2,314,281
11
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
1
1
1
1
12
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

GREENFOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
12
Audit report information
(Continued)
- 9 -
Senior Statutory Auditor:
Saskia Harrison
Statutory Auditor:
Gerald Edelman LLP
Date of audit report:
19 March 2025
13
Financial commitments, guarantees and contingent liabilities

The company has provided a guarantee as part of a group corporate guarantee arrangement to secure the loan facility of its immediate parent company. Assets of the company with a value of £17.48m (2023: £18.8m) are included within a composite debenture to provide security to the funders of the immediate parent company.

14
Related party transactions

The company has taken advantage of the exemption available under FRS102 whereby it has not disclosed transactions and balances with any wholly owned group companies.

GREENFOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 10 -
15
Operating lease commitments
Lessor

At the reporting end date the company had contracted with tenants for the following minimum lease receipts:

2024
2023
£
£
Within one year
1,027,001
1,027,000
Between two and five years
4,108,004
4,108,000
In over five years
10,815,293
10,912,211
15,950,298
16,047,211
16
Ultimate controlling party

Ultimate parent company

 

The immediate parent company is Happybadge Projects Limited, a company registered in England and Wales. The ultimate parent company is Zinzendorf Holdings Limited, a company registered at Palm Grove House, PO Box 438 Road Town, Tortola, British Virgin Islands.

 

Happybadge Projects Limited prepares group financial statements and copies can be obtained from Companies House.

 

Ultimate controlling party

 

During the year, the ultimate controlling party was R A Bourne by virtue of his beneficial interest in the ultimate parent company.

 

17
Prior period adjustment
Changes to the balance sheet
As previously reported
Adjustment
As restated at 31 Mar 2023
£
£
£
Current assets
Debtors due within one year
4,944,919
117,209
5,062,128
Creditors due within one year
Taxation
(1,422,372)
37,653
(1,384,719)
Other creditors
(706,900)
(377,229)
(1,084,129)
Net assets
17,443,620
(222,367)
17,221,253
Capital and reserves
Other reserves
5,447,443
5,342,158
10,789,601
Profit and loss reserves
11,996,176
(5,564,525)
6,431,651
Total equity
17,443,620
(222,367)
17,221,253
GREENFOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
17
Prior period adjustment
(Continued)
- 11 -
Changes to the profit and loss account
As previously reported
Adjustment
As restated
Period ended 31 March 2023
£
£
£
Turnover
1,538,173
(86,737)
1,451,436
Administrative expenses
(669,152)
(125,720)
(794,872)
Taxation
(778,942)
37,653
(741,289)
Profit for the financial period
4,272,061
(174,804)
4,097,257
Notes to reconciliation
Prior period adjustment

The prior period adjustment predominantly relates to the provision of additional legal and professional fees and the associated tax impact in the previous period. The impact of the adjustment reduced the reported profit in the prior period by an amount of £90,669. In addition, there was an amendment between the Other reserves and the Profit and loss reserves.

 

Additionally, prior year accrued income, accruals and reserves have been adjusted for the previous accounting period and restated to ensure recognition in the relevant period.

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