Urban&Civic Group Limited Company accounts

COMPANY REGISTRATION NUMBER: 03047676

Urban&Civic Group Limited

Financial Statements

30 September 2024

Urban&Civic Group Limited

Financial Statements

Year ended 30 September 2024

Contents	Page

Officers and professional advisers	1

Directors' report	2

Independent auditor's report to the members	4

Statement of comprehensive income	8

Statement of financial position	9

Statement of changes in equity	10

Notes to the financial statements	11

Urban&Civic Group Limited

Officers and Professional Advisers

The board of directors	D L Wood
	R E Butler
	W N Hugill

Company secretary	Urban&Civic (Secretaries) Limited

Registered office	50 New Bond Street
	London
	W1S 1BJ

Auditor	BDO LLP
	Chartered accountants & statutory auditor
	55 Baker Street
	London
	W1U 7EU

Urban&Civic Group Limited

Directors' Report

Year ended 30 September 2024

The directors present their report and the financial statements of the company for the year ended 30 September 2024 .

Directors

The directors who served the company during the year were as follows:

D L Wood
R E Butler
W N Hugill

Directors' responsibilities statement

The directors are responsible for preparing the directors' report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 profit or loss of the company for that period. In preparing these financial statements, the directors are required to: - select suitable accounting policies and then apply them consistently; - make judgements and accounting estimates that are reasonable and prudent; and - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Auditor

Each of the persons who is a director at the date of approval of this report confirms that:

- so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.

Small company provisions

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies' exemption. The directors have taken advantage of the small company exemption from providing a strategic report under section 414B of the Companies Act 2006.

This report was approved by the board of directors on 2 April 2025 and signed on behalf of the board by:

D L Wood

Director

Registered office:

50 New Bond Street

London

W1S 1BJ

Urban&Civic Group Limited

Independent Auditor's Report to the Members of Urban&Civic Group Limited

Year ended 30 September 2024

Opinion on the financial statements

In our opinion the financial statements: - give a true and fair view of the state of the company's affairs as at 30 September 2024 and of its profit for the year then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and - have been prepared in accordance with the requirements of the Companies Act 2006. We have audited the financial statements of Urban&Civic Group Limited ("the company") for the year ended 30 September 2024 which comprise the statement of comprehensive income, statement of financial position, statement of changes in equity and the related notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence 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.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The Directors are responsible for the other information. The other information comprises the information included in the Financial Statements, other than the financial statements and our auditor's report thereon. 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.

Other Companies Act 2006 reporting

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.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: - adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or - the financial statements are not in agreement with the accounting records and the returns; or - certain disclosures of Directors' remuneration specified by law are not made; or - we have not received all the information and explanations we require for our audit; and - 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 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 capable of detecting irregularities, including fraud Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: - We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our sector experience through discussion with the Directors and other management (as required by auditing standards). - We had regard to laws and regulations in areas that directly affect the financial statements (including related company legislation) and taxation legislation. We considered the extent of compliance with those laws and regulations as part of our procedures on the related financial statement items. - With the exception of any known or possible non-compliance and as required by auditing standards, our work include agreeing the financial statement disclosures to underlying supporting documentation, review of Board minutes, enquiries with management. - We communicated identified laws and regulations to our team and remained alert to any indications of non-compliance throughout the audit. Fraud We assessed the susceptibility of the financial statements to material misstatement, including fraud. Our risk assessment procedures included: - Enquiry with management and those charged with governance regarding any known or suspected instances of fraud. - Review of minutes of meeting of those charged with governance for any known or suspected instances of fraud. - Discussion amongst the engagement team as to how and where fraud might occur in the financial statements. - Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud. Based on our risk assessment, we considered the area's most susceptible to fraud to be management override. Auditor's responsibilities for the audit of the financial statements (continued) Our procedures in respect of the above included: - Testing a sample of journal entries throughout the year, which we considered most susceptible to override, by agreeing to supporting documentation. We also communicated potential fraud risks to all engagement team members who were all deemed to have appropriate competence and capabilities and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it. A further description of our responsibilities is available 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.

John Detweiler

(Senior Statutory Auditor)

For and on behalf of BDO LLP , statutory auditor

55 Baker Street

London

W1U 7EU

3 April 2025

BDO LLP is a limited liability partnership registered in England and Wales (with registered number: OC305127).

Urban&Civic Group Limited

Statement of Comprehensive Income

Year ended 30 September 2024

	2024	2023
Note	£	£
	----	----
Gross profit	–	–

Administrative expenses	552,607	( 1,330,213)

		---------	------------
Operating profit/(loss)	4	552,607	( 1,330,213)

Income from shares in group undertakings	5	100,000,109	5,000,000
Amounts (written off) investments	6	( 44,261,326)	–
		--------------	------------
Profit before taxation		56,291,390	3,669,787

Tax on profit	7	–	–
		-------------	------------
Profit for the financial year and total comprehensive income		56,291,390	3,669,787
		-------------	------------

All the activities of the company are from continuing operations.

Urban&Civic Group Limited

Statement of Financial Position

30 September 2024

	2024	2023
Note	£	£

Fixed assets

Investments	9	306,525,116	196,785,440

Current assets

Debtors	10	76,286,878	4,990,662
Cash at bank and in hand		315	260
		-------------	------------
		76,287,193	4,990,922

Creditors: amounts falling due within one year	11	( 1,007,601)	( 263,044)
		-------------	------------
Net current assets		75,279,592	4,727,878
		--------------	--------------
Total assets less current liabilities		381,804,708	201,513,318
		--------------	--------------
Net assets		381,804,708	201,513,318
		--------------	--------------

Capital and reserves

Called up share capital	12	106,068,925	59,303,058
Share premium account	13	247,016,498	139,782,365
Profit and loss account	13	28,719,285	2,427,895
		--------------	--------------
Shareholders funds		381,804,708	201,513,318
		--------------	--------------

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

These financial statements were approved by the board of directors and authorised for issue on 2 April 2025 , and are signed on behalf of the board by:

D L Wood

Director

Company registration number: 03047676

Urban&Civic Group Limited

Statement of Changes in Equity

Year ended 30 September 2024

		Called up share capital	Share premium account	Profit and loss account	Total
		£	£	£	£
At 1 October 2022		58,645,809	138,047,229	17,718,159	214,411,197

Profit for the year				3,669,787	3,669,787
		-------------	--------------	-------------	--------------
Total comprehensive income for the year		–	–	3,669,787	3,669,787

Issue of shares		657,249	1,735,136	–	2,392,385
Dividends paid and payable	8	–	–	( 5,000,000)	( 5,000,000)
Gift aid paid		–	–	( 13,960,051)	( 13,960,051)

		-------------	--------------	-------------	--------------
At 30 September 2023		59,303,058	139,782,365	2,427,895	201,513,318
		-------------	--------------	-------------	--------------

Profit for the year		–	–	56,291,390	56,291,390
		-------------	--------------	-------------	--------------
Total comprehensive income for the year		–	–	56,291,390	56,291,390

Issue of shares		46,765,867	107,234,133	–	154,000,000
Dividends paid and payable	8	–	–	( 30,000,000)	( 30,000,000)

		--------------	--------------	-------------	--------------
At 30 September 2024		106,068,925	247,016,498	28,719,285	381,804,708
		--------------	--------------	-------------	--------------

Urban&Civic Group Limited

Notes to the Financial Statements

Year ended 30 September 2024

1. General information

The company is a private company limited by shares, registered in England and Wales. The address of the registered office is 50 New Bond Street, London, W1S 1BJ. The company acts principally as an investment holding company. It is responsible for co-ordinating the activities of its property development and investment subsidiaries.

2. Statement of compliance

These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.

3. Accounting policies

Basis of preparation

The financial statements have been prepared on the historical cost basis . The financial statements are prepared in sterling, which is the functional currency of the entity.

Dividends

Dividends are recognised when they become legally payable.

Going concern

Urban&Civic Group Limited (the Company) is reliant on funding provided by Urban&Civic plc and fellow Group undertakings (the Group). Given Urban&Civic plc has provided a letter of support confirming that it shall continue to provide such support for the foreseeable future, and for a period of at least 12 months from the signing of these financial statements, the Directors consider it reasonable to rely on the continuation on this financing in making their assessment of the ability of the Company to continue as a going concern. The Directors have considered the ability of the Group to give the necessary support. Disclosures are given in the Group financial statements of Urban&Civic plc regarding its ability to continue as a going concern. Based on the Group forecasts and the assurance from Urban&Civic plc the Directors consider that the Company has adequate resources for a period in excess of 12 months from the date of approval of these financial statements and accordingly have concluded that it is appropriate for the Company to prepare its own financial statements on a going concern basis.

Income tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expenses recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company's subsidiaries operate and generate taxable income.

Deferred balances are recognised in respect of all timing differences that have originated but not reversed by the statement of financial position date, except the recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred income tax is determined using tax rates and laws that have been enacted or substantially enacted by the reporting date.

Disclosure exemptions

In preparing the financial statements of this company, advantage has been taken of the following disclosure exemptions as permitted by FRS102: - the requirements of Section 7 Statement of Cashflows; - the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); - the requirements of Section 11 Financial Instruments paragraph 11.39 to 11.48A; and - the requirements of Section 33 Related Party Disclosures paragraph 33.7. This information is included in the consolidated financial statements of Urban&Civic Plc as at 30 September 2024 and these financial statements may be obtained from Companies House. The company is exempt under section 400 of the Companies Act 2006 from the requirement to prepare consolidated financial statements as its subsidiary undertakings are included by full consolidation in the consolidated financial statements of Urban&Civic plc. These financial statements therefore present information about the company as an individual undertaking and not about its group.

Judgements and key sources of estimation uncertainty

The company makes certain estimates and assumptions regarding the future. These judgements and estimates affect the application of policies and reported amounts of assets, liabilities, income and expenses. Estimates are continually evaluated based on historical experience and expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions. In preparing these financial statements, the directors have made the following judgements and estimates: Recoverability of amounts owed by group undertakings The Directors have considered whether amounts owed by group undertakings are recoverable. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the counterparties. Recoverability of investments The Directors have considered whether there are indicators of impairment of the company's investments. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the investment.

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Investments

The investments in subsidiary companies are included in the Company's balance sheet at cost less provision for impairment.

Financial instruments

Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Trade and other debtors

Trade and other debtors are initially recognised at fair value and subsequently at amortised cost or their recoverable amount. Impairment provisions are recognised when there is objective evidence (such as significant financial difficulties on the part of the counterparty or default or significant delay in payment) that the Company will be unable to collect all of the amounts due under the terms receivable. The amount of such a provision is the difference between the net carrying amount and the present value of the future expected cash flows associated with the impaired receivable. For trade debtors, which are reported net, such provisions are recorded in a separate allowance account with the loss being recognised within administrative expenses. On confirmation that the trade debtor will not be collectable the gross carrying value of the asset is written off against the associated provision.

Financial liabilities

Financial liabilities including trade creditors, other creditors, accruals and amounts due to group undertakings are originally recorded at fair value and subsequently stated at amortised cost under the effective interest method.

4. Operating profit/(loss)

Operating profit/(loss) is stated after charging/(crediting):

	2024	2023
	£	£
(Release)/impairment of intercompany debtors	(552,607)	1,330,213
	---------	------------

The company has no employees other than the directors who did not receive any remuneration (2023: £nil).

Auditor's remuneration was borne by another group company in the current and prior year.

5. Income from shares in group undertakings

	2024	2023
	£	£
Dividends received	100,000,109	5,000,000
	--------------	------------

6. Amounts (written off) investments

	2024	2023
	£	£
Impairment of investments in subsidiaries	44,261,326	–
	-------------	----

7. Tax on profit

Reconciliation of tax income

The tax assessed on the profit on ordinary activities for the year varies from the standard rate of corporation tax in the UK of 25 % (2023: 22 %).

	2024	2023
	£	£
Profit on ordinary activities before taxation	56,291,390	3,669,787
	-------------	------------
Profit on ordinary activities multiplied by rate of tax	14,072,848	807,353
Effect of items not deductible for tax purposes	10,927,180	292,647
Group relief	( 171,199)	( 192,965)
Tax losses and other items	171,198	192,965
Income not taxable	( 25,000,027)	( 1,100,000)
	-------------	------------
Tax on profit	–	–
	-------------	------------

8. Dividends

	2024	2023
	£	£
Dividends paid during the year (excluding those for which a liability existed at the end of the prior year )	30,000,000	5,000,000
	-------------	------------

9. Investments

	Shares in group undertakings
	£
Cost
At 1 October 2023	196,785,440
Additions	154,001,002
	--------------
At 30 September 2024	350,786,442
	--------------
Impairment
At 1 October 2023	–
Impairment losses	44,261,326
	--------------
At 30 September 2024	44,261,326
	--------------

Carrying amount
At 30 September 2024	306,525,116
	--------------
At 30 September 2023	196,785,440
	--------------

On 6th August 2024, Gower Place Investments Limited subscribed for 46,765,867 ordinary shares of Urban&Civic plc at a price of £3.293 per share. On the same date, Urban&Civic plc subscribed for 46,765,867 ordinary shares of Urban&Civic Westview Investments Limited at a price of £3.293 per share, Urban&Civic Westview Investments Limited subscribed for 46,765,867 ordinary shares of Urban&Civic Group Limited at a price of £3.293 per share and Urban&Civic Group Limited subscribed for 46,765,867 ordinary shares in Urban&Civic Estates Limited at a price of £3.293 per share.

All subscriptions were associated with, and facilitated, the Group's acquisition of L&Q Estates. The total consideration payable was £150,686,000, made up of £77,982,000 cash consideration, transaction costs of £1,479,000 and the repayment of a shareholder loan of £71,225,000. The additional £3,314,000 of equity injected will be used to fund further capital expenditure across the wider group. Further details of this transaction can be found in note 25 of the consolidated financial statements of of Urban&Civic plc.

The company's subsidiaries are listed below. The company owns 100% of the issued ordinary share capital of these companies and they are all registered in England and Wales.

	2024	2023
	£	£

Aggregate capital and reserves

Farmcare Trading Limited (1)	120,530,502	214,851,031
T.H (Development Partnership) General Partner Limited (1)	1	1
Terrace Hill (Awdry) Holdings Limited (1)	–	–
Terrace Hill Deansgate Operations Company Limited (1)	1	40
Urban&Civic Baldock North Limited (1)	(1,532,972)	(631,977)
Urban&Civic Developments Limited (1)	(9,008,925)	(9,548,855)
Urban&Civic Estates Limited (1,2)	154,044,126	–
Urban&Civic Hinxton Limited (1)	2,141,090	1,556,812
Urban&Civic Huntingdon Limited (1,3)	(58,464)	–
Urban&Civic K L Limited (1)	7,680,504	8,071,005
Urban&Civic Manydown Limited (1)	3,849,557	3,078,263
Urban&Civic North East Limited (1)	109,734	110,747
Urban&Civic Projects Limited (1)	(14,543,828)	(13,673,976)
Urban&Civic Property Developments No 1 Limited (1)	209,152	15,818
Urban&Civic Property Investments No.4 Limited (1)	41,140	41,140
Urban&Civic Sandy Limited (1)	(558,544)	(371,385)
Urban&Civic Tyttenhanger Limited (1)	(1,666,700)	(1,072,890)
Urban&Civic Victoria Street Limited (1)	1	71

Profit and (loss) for the year

Farmcare Trading Limited (1)	5,868,811	9,933,229
T.H (Development Partnership) General Partner Limited (1)	(58,466)	–
Terrace Hill (Awdry) Holdings Limited (1)	–	(941)
Terrace Hill Deansgate Operations Company Limited (1)	–	–
Urban&Civic Baldock North Limited (1)	(900,996)	(343,255)
Urban&Civic Developments Limited (1)	539,929	(1,382,529)
Urban&Civic Estates Limited (1,2)	43,126	–
Urban&Civic Hinxton Limited (1)	584,278	1,556,812
Urban&Civic Huntingdon Limited (1,3)	(58,466)	–

Urban&Civic K L Limited (1)	(390,501)	(213,350)
Urban&Civic Manydown Limited (1)	771,295	406,560
Urban&Civic North East Limited (1)	(1,013)	262,278
Urban&Civic Projects Limited (1)	(869,851)	(1,929,968)
Urban&Civic Property Developments No 1 Limited (1)	193,335	(1,813)
Urban&Civic Property Investments No.4 Limited (1)	–	–
Urban&Civic Sandy Limited (1)	(187,160)	(175,859)
Urban&Civic Tyttenhanger Limited (1)	(593,810)	(458,769)
Urban&Civic Victoria Street Limited (1)	–	–

1. Registered address: 50 New Bond Street, London, W1S 1BJ.

2. Urban&Civic Estates Limited was incorporated on 22 April 2024.

3. Urban&Civic Huntingdon Limited was incorporated on 23 July 2024.

10. Debtors

	2024	2023
	£	£
Amounts owed by group undertakings	76,286,877	4,990,661
Prepayments and accrued income	1	1
	-------------	------------
	76,286,878	4,990,662
	-------------	------------

Amounts owed by group undertakings are unsecured, non-interest bearing and repayable on demand.

11. Creditors: amounts falling due within one year

	2024	2023
	£	£
Trade creditors	–	12,676
Amounts owed to group undertakings	1,007,601	250,368
	------------	---------
	1,007,601	263,044
	------------	---------

Amounts owed to group undertakings are unsecured, non-interest bearing and repayable on demand.

12. Called up share capital

Issued, called up and fully paid

	2024		2023
	No.	£	No.	£
Ordinary shares of £ 1 each	106,068,925	106,068,925	59,303,058	59,303,058
	--------------	--------------	-------------	-------------

Further details on share issues during the year can be found in note 9.

13. Reserves

Profit and loss account - This reserve records retained earnings and accumulated losses.

14. Related party transactions

The company has taken advantage of the exemption allowed by FRS 102 Section 33, 'Related Party Disclosures', not to disclose any transactions with entities that are included in the consolidated financial statements of Urban&Civic plc and are 100% owned.

15. Controlling party

The company's immediate parent undertaking is Urban&Civic Westview Investments Limited, a company incorporated in England and Wales. The ultimate parent undertaking of the company is the Wellcome Trust, exercising control through its corporate trustee, The Wellcome Trust Limited. The largest Group which consolidate the results of the Company are those of Urban&Civic plc. The results of Urban&Civic plc are not consolidated at a higher level. The Wellcome Trust holds a portfolio of investments, which are accounted for at fair value through profit or loss in its financial statements. Copies of the Wellcome Trust Annual Report and Financial Statements are available from Wellcome Trust's website (www.wellcome.org/news-and-reports/reports).