Registered number: 04231933
DIRECTORS' REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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HML PM LTD
Company Information
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HML PM LTD
Contents
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HML PM LTD
Strategic report
For the period ended 31 December 2024
The Directors present their Strategic Report for the period ended 31 December 2024.
Principal activities
The Company's principal activity during the year under review was property management.
The Directors report a loss on ordinary activities after taxation of £141,984 (period ended 31 December 2023 – loss of £263,217.)
During the year, Alec Guthrie and James Howgego both left the Company. The Board would like to thank them for their contributions to the business. Having been appointed CEO, Erica Mason has continued to build her leadership team during the year to position the business well for the future.
During the year, leasehold management fees increased slightly, but the transactional revenue derived from housing transactions fell as the housing market slowed. However, more ancillary services, such as health and safety, fire door inspections, and other income derived from services to leasehold clients improved. Various changes to the cost base were implemented in the final quarter of the year, which the Directors believe will position the business well for 2025. During the year, the business has worked more closely with the Management of Odevo UK Limited, which purchased the Company’s parent on 29 September 2023. The Directors remain optimistic that the collaboration with Odevo UK management and other Odevo UK Group companies will improve the performance of the business in the medium term. Overall, despite the small loss, the Directors were content with the performance of the business and look forward to improvements in profitability as the business grows and matures.
The principle risks and uncertainties faced by the Company are set out below:
Cost of living crisis The Directors are very aware of the continuing impact of the cost of living crisis on clients and employees. To help clients and employees, the Company has: • Reviewed employee pay level to ensure they are fair and are market rate; • Offered financial guidance to employees; and • Been mindful of lessee’s ability to pay service charge demands and chase lessee debtor accordingly. Acquisitions and investments Part of the Company’s strategy is to acquire and make investments in complementary businesses as appropriate opportunities arise. The risks the Company may face should it do so include: • Difficulties with the integration and assimilation of the acquired business; • Diversion of the attention of the Company’s management team from other business concerns; • Availability of favourable acquisition or investment financing; and • Loss of key employees of any acquired business.
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HML PM LTD
Strategic report (continued)
For the period ended 31 December 2024
To mitigate the risks in respect of acquisitions and investments, the Company carries out detailed due diligence and produces cash flow projections to ensure that any target is a suitable strategic fit and is financially sound. The Company generally uses experienced employees and advisors to do the acquisition work. During the year, only one small portfolio acquisition was made, with others being rejected for a variety of reasons. The Company continues to seek appropriate opportunities.
Attraction and retention of key employees The Company depends on its Directors and other key employees and whilst it has entered into contractual arrangements with these individuals, retention of these services cannot be guaranteed. The Company has attempted to reduce this risk by offering competitive remuneration packages and in some cases equity ownership. The Company also invests significantly in training and development. Competition The large majority of the Company’s work for existing or new clients or on new projects is won competitively. The Company may face significant competition, including from larger companies which have greater capital and other resources and may result in some margin erosion. There is no assurance that the Company will be able to compete successfully in such a marketplace in the future, but the Company continually invests in its systems to improve the productivity within the business. Regulatory Risks The Company may be affected by an often-changing regulatory and legal environment relating to its business. Financial Risks The Company only operates in the UK and is currently not exposed to foreign exchange risk. The Company is exposed to credit risk, but despite trade receivables being a material number, it comprises of a large number of individual clients, none of which represents in excess of 5% of the total balance. Receivables in respect of property management fees are considered by management to be low risk, as non-payment of service charges can result in forfeiture of the respective leases. Receivable balances are also monitored on an on-going, regular basis with the result that the Company’s exposure to bad debts is not significant. All of the Company’s cash and bank balances are held with recognised UK clearing banks. Liquidity risk is managed through weekly, quarterly and annual cash flow forecasting and monitoring by the finance team, and senior management and the senior finance staff from Odevo UK.
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HML PM LTD
Strategic report (continued)
For the period ended 31 December 2024
The Directors use several key performance indicators to monitor and appraise the trading and performance of the businesses. The main key performance indicators are as follows:
Operating margin (before overheads) of Company
The operating margin for the year which is defined as turnover less certain staff costs was 30% compared to a prior year margin of 28%.
Company turnover
Turnover was 7% higher compared to the prior year. This was driven by Management Fees and Essential Services reflecting successful core rate increases and a greater focus on cross-selling opportunities.
Staff turnover
During the period, staff turnover in the Company fell from 20% to 19%.
Post balance sheet events
On 31 March 2025, the Company acquired 100% of the issued share capital of a property management business based in the United Kingdom. The total amount of the consideration paid to purchase the subsidiary will be no more than £350,000.
This report was approved by the board on 7 April 2025 and signed on its behalf.
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HML PM LTD
Directors' report
For the period ended 31 December 2024
The Directors present their report and the financial statements for the period ended 31 December 2024.
The loss for the period, after taxation, amounted to £141,984 (2023 - loss £263,217).
The Directors do not recommend the payment of a final dividend (Period ended 31 December 2023: £nil).
The Directors who served during the period were:
The Directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the Directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to 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.
The company places considerable value on the involvements of its employees in the affairs of the Company. Consequently, the Company keeps employees informed of matters affecting them as employees and various factors influencing the performance of the Company. This is achieved through regular formal and informal meetings, the company intranet and the all employee meeting.
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HML PM LTD
Directors' report (continued)
For the period ended 31 December 2024
The auditors, Sayers Butterworth LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board on
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HML PM LTD
Independent auditors' report to the members of HML PM Ltd
We have audited the financial statements of HML PM Ltd (the 'Company') for the period ended 31 December 2024, which comprise the Statement of income and retained earnings, the Balance sheet and the notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law 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).
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 Auditors' 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 United Kingdom, including the Financial Reporting Council'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.
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.
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HML PM LTD
Independent auditors' report to the members of HML PM Ltd (continued)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.
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HML PM LTD
Independent auditors' report to the members of HML PM Ltd (continued)
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 Auditors' 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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
We obtained an understanding of the Company’s legal and regulatory framework through enquiry of management of their understanding of the relevant laws and regulations, the Company’s policies and procedures regarding compliance and how they identify, evaluate and rectify any instances of non-compliance. We also drew on our existing understanding of the Company’s industry and regulation. We understand the Company complies with requirements of the framework through:
∙The directors’ close involvement in the day-to-day running of the business, meaning that any litigation or claims would come to their attention directly; and
∙The outsourcing of tax compliance to external experts.
In the context of the audit, we considered those laws and regulations which determine the form and content of the financial statements, which are central to the Company’s ability to conduct business and where failure to comply could result in material penalties. We have identified the following laws and regulations as being of significance in the context of the Company;
∙The Companies Act 2006 and FRS 102 in respect of the preparation and presentation of the financial statements.
The senior statutory auditor led a discussion with senior members of the engagement team regarding the susceptibility of the entity’s financial statements to material misstatement, including how fraud might occur. The key area identified in this discussion was the manipulation of the financial statements through the posting of manual journals. The procedures carried out to gain evidence in the above areas included:
∙Testing of manual journal entries, selected based on specific risk assessments applied based on the Company’s processes and controls surrounding manual journals.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
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HML PM LTD
Independent auditors' report to the members of HML PM Ltd (continued)
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 Auditors' 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.
for and on behalf of
Chartered Accountants and Statutory Auditor
3rd Floor
12 Gough Square
EC4A 3DW
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HML PM LTD
Statement of income and retained earnings
For the period ended 31 December 2024
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HML PM LTD
Registered number: 04231933
Balance sheet
As at
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HML PM LTD
Registered number: 04231933
Balance sheet (continued)
As at 31 December 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 13 to 28 form part of these financial statements.
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
HML PM Ltd ("the Company") is a private company limited by shares incorporated in England and Wales. The address of the registered office is 9-11 The Quadrant, Richmond, Surrey, TW9 1BP. The company registration number is 04231933.
These financial statements are for the year ended 31 December 2024. The comparatives are for the 9 month period from 1 April 2023 to 31 December 2023.
The principal activity of the Company during the year under review was property management.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Odevo UK Holdco Limited as at 31 December 2024 and these financial statements may be obtained from Companies House.
The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.
Accordingly, these financial statements present information about the Company as an entity and not about its group.
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
2.Accounting policies (continued)
The Company made a loss of £141,984 (Period ended 31 December 2023: loss of £263,217) and has a net current liability position of £6,351,775 (Period ended 31 December 2023: £7,265,431). Net current liabilities include loans from group entities of £7,054,068 (Period ended 31 December 2023: £8,488,197), the group entities have confirmed they do not intend to request payment of these balances within 12 months of the signing of the financial statements.
The Company’s forecasts and projections following the signing of these accounts, taking account of possible changes in trading performance from macroeconomic issues and other factors, show that the Company, with the support of the Parent, will be able to meet all liabilities as they fall due. Consequently, the Directors are confident that the Company has adequate resources to continue in operational existence for the foreseeable future being a period of at least 12 months from the signing of the financial statements. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements. Revenue is recognised for services provided during the year. If services have been provided and not invoiced, the revenues are accrued. Where amounts are invoiced in advance of services being provided, revenues are deferred. Revenue from property management is spread over the period in which the services are being provided. Revenue is measured as the fair value of the consideration received or receivable and represents amounts receivable for services provided in the normal course of business, net of discounts, VAT and other sales related taxes.
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
2.Accounting policies (continued)
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
2.Accounting policies (continued)
Goodwill arising on the acquisition of subsidiary undertakings and businesses, representing any excess of the fair value of the consideration given over the fair value of the identifiable assets and liabilities acquired, is capitalised and written off on a straight-line basis over its useful economic life, which is 20 years. Provision is made for any impairment.
Other
Intangible assets acquired separately are measured on initial recognition at cost. An intangible asset acquired as part of a business combination is recognised separately from goodwill if the asset is separable or arises from contractual or other legal rights and its fair value can be measured reliably. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and any accumulated impairment losses. Internally generated intangible assets, excluding capitalised development costs, are not capitalised and expenditure is reflected in profit or loss in the year in which the expenditure is incurred. Intangible assets are amortised over their useful life and assessed for impairment whenever there is an indication of impairment. The amortisation period and the amortisation method for intangible assets are reviewed at least at each financial year end. The amortisation expense on intangible assets is recognised in the Statement of Income and Retained Earnings in the expense category consistent with the function of the intangible asset. Amortisation is provided on a straight-line basis on intangible assets as follows: Customer Relationships: 20 years.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
2.Accounting policies (continued)
Non-financial assets At each Balance Sheet date, the Company reviews the carrying amounts of its property, plant and equipment and intangible 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 the asset does not generate cash flows that are independent from other assets, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. If the recoverable amount of a non-financial 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 as an expense immediately, 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 (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 (cash-generating unit) in prior years. A reversal of an impairment loss is recognised as income immediately, 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. Financial assets Financial assets that are measured at cost or amortised cost are assessed at the end of each reporting period for objective evidence of impairment. The impairment loss is measured as the difference between a financial asset's carrying amount and the present value of the estimated future cash flows, discounted at the asset's original effective interest rate. For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and the Board's best estimate of its value, with the latter being an approximation of the amount that the Company would receive for the asset if it were to be sold at the reporting date.
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
2.Accounting policies (continued)
Financial instruments are recognised in the Company's Balance sheet when the Company becomes party to the contractual provisions of the instrument.
Basic financial assets
Trade and other debtors, and creditors are classified as basic financial instruments and measured at initial recognition at their transaction price unless the arrangement constitutes a financing transaction, in which case they are measured at the present value of future payments, discounted at a market rate of interest for a similar debt instrument. Debtors and creditors due after more than one year are subsequently measured at amortised cost using the effective interest rate method. Financial assets and liabilities due within one year are measured at their undiscounted carrying value. A provision is established when there is objective evidence that the Company will not be able to collect all amounts due.
Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank, short-term bank deposits with an original maturity of three months or less and bank overdrafts which are an integral part of the Company’s cash management. Financial assets are de-recognised when: • the contractual rights to the cash flows from the financial asset expire or are settled; or • the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset; or • the Company, despite having retained some but not all significant risks and rewards of ownership, has transferred control of the asset to another party. Financial liabilities are de-recognised only when the obligation specified in the contract is discharged, cancelled or expires. Financial assets and liabilities are only off set and the net amount reported in the Balance Sheet when there is an 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.
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
Revenue, which arises from continuing activities, represents fees receivable from property management and related services. All revenue arises in the UK and is stated net of VAT.
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
8.Taxation (continued)
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
Retained earnings
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HML PM LTD
Notes to the financial statements
For the period ended 31 December 2024
The company’s immediate parent entity is Vegner Group Limited.
The smallest group in which the results of the Company are consolidated, is that headed up by Odevo UK Holdco Limited. Odevo UK Holdco Limited is incorporated in the England & Wales with registered company number 13113041 and registered office address 13b St. George Wharf, London, England, SW8 2LE. The consolidated financial statements can be obtained from Companies House. The largest group in which the results of the Company are consolidated, is that headed up by Odevo MidCo AB. Odevo MidCo AB is incorporated in Sweden with registered company number 559145-1736 and registered office address Nabo, Kabyssgatan 4D, 120 30 Stockholm, Sweden. The Company’s ultimate controlling party is Mr Gabriel Fitzgerald.
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