REGISTERED NUMBER: 13606849 (England and Wales) |
Report of the Directors and |
Consolidated Financial Statements |
For The Year Ended 31st December 2024 |
for |
Citivale Group Holdings Ltd |
REGISTERED NUMBER: 13606849 (England and Wales) |
Report of the Directors and |
Consolidated Financial Statements |
For The Year Ended 31st December 2024 |
for |
Citivale Group Holdings Ltd |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Contents of the Consolidated Financial Statements |
For The Year Ended 31st December 2024 |
Page |
Company Information | 1 |
Report of the Directors | 2 |
Report of the Independent Auditors | 4 |
Consolidated Statement of Income and Retained Earnings | 8 |
Consolidated Balance Sheet | 9 |
Company Balance Sheet | 10 |
Notes to the Consolidated Financial Statements | 11 |
Citivale Group Holdings Ltd |
Company Information |
For The Year Ended 31st December 2024 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
and Statutory Auditors |
5 White Oak Square, London Road |
Swanley |
Kent |
BR8 7AG |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Report of the Directors |
For The Year Ended 31st December 2024 |
The directors present their report with the financial statements of the company and the group for the year ended 31st December 2024. |
PRINCIPAL ACTIVITY |
The principal activity of the group in the year under review was that of management of real estate on a fee or contract basis. |
EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1st January 2024 to the date of this report. |
Other changes in directors holding office are as follows: |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing 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; |
- | 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
AUDITORS |
The auditors, Sargeant Partnership Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Report of the Directors |
For The Year Ended 31st December 2024 |
This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Citivale Group Holdings Ltd |
Opinion |
We have audited the financial statements of Citivale Group Holdings Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31st December 2024 which comprise the Consolidated Statement of Income and Retained Earnings, Consolidated Balance Sheet, Company Balance Sheet and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31st December 2024 and of the group's profit for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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. |
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 group's and the parent 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 in the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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. |
In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Report of the Directors has been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Citivale Group Holdings Ltd |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Directors. |
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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit; or |
- | the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Group Strategic Report or in preparing the Report of the Directors. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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 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 group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. |
Report of the Independent Auditors to the Members of |
Citivale Group Holdings Ltd |
Auditors' 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 a Report of the Auditors 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. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
Explanation as to what extent the audit was considered capable of detecting irregularities,including fraud. |
During the audit we identify and assess the risk of material misstatements of the financial statements due to fraud or |
error; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud and error; and to respond appropriately to those risks. |
In identifying and assessing risks of material misstatement in respect of irregularities including, fraud and non |
compliance with laws and regulations, our procedures included the following: |
- We obtained an understanding of the legal and regulatory frameworks applicable to the company and the sector in |
which they operate. We determined that the following laws and regulations were most significant: the Companies Act |
2006, UK GAAP, UK corporate taxation laws and the Data Protection Act. |
- We obtained an understanding of how the Company is complying with those legal and regulatory frameworks by |
making inquiries to the management and directors of known or suspected instances of fraud and non compliance with laws and regulations. These enquiries are corroborated through follow up audit procedures including but not limited to a review of legal and professional costs and correspondence. |
-We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud |
might occur. Audit procedures performed by the audit engagement team included: |
a) Identifying the controls management has put in place to prevent and detect fraud; |
b) Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process; |
c) Challenging assumptions and judgements made by management in its significant accounting estimates; and |
d) Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations. |
e) Assessing the extent of compliance with the relevant laws and regulations. |
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 Report of the Auditors. |
Report of the Independent Auditors to the Members of |
Citivale Group Holdings Ltd |
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 a Report of the Auditors 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 Auditors |
5 White Oak Square, London Road |
Swanley |
Kent |
BR8 7AG |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Consolidated |
Statement of Income and |
Retained Earnings |
For The Year Ended 31st December 2024 |
31.12.24 | 31.12.23 |
£ | £ | £ | £ |
TURNOVER | 2,129,279 | 1,582,211 |
Cost of sales | 481,895 | 159,724 |
GROSS PROFIT | 1,647,384 | 1,422,487 |
Administrative expenses | 1,378,995 | 1,069,598 |
268,389 | 352,889 |
Other operating income | 508 | 10,550 |
OPERATING PROFIT | 268,897 | 363,439 |
Income from fixed asset investments | 949 | 5,694 |
Interest receivable and similar income | 42,607 | 82 |
43,556 | 5,776 |
312,453 | 369,215 |
Interest payable and similar expenses | - | 1,162 |
PROFIT BEFORE TAXATION | 312,453 | 368,053 |
Tax on profit | 83,665 | 93,414 |
PROFIT FOR THE FINANCIAL YEAR |
Retained earnings at beginning of year | 890,011 | 740,372 |
Dividends | (183,000 | ) | (125,000 | ) |
RETAINED EARNINGS FOR THE GROUP AT END OF YEAR |
935,799 |
890,011 |
Profit attributable to: |
Owners of the parent | 228,788 | 274,639 |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Consolidated Balance Sheet |
31st December 2024 |
31.12.24 | 31.12.23 |
Notes | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 5 | 40,892 | 48,965 |
Investments | 6 | 1,150,949 | 1,150,949 |
1,191,841 | 1,199,914 |
CURRENT ASSETS |
Debtors | 7 | 1,427,944 | 910,905 |
Cash at bank | 1,463,319 | 353,591 |
2,891,263 | 1,264,496 |
CREDITORS |
Amounts falling due within one year | 8 | 299,992 | 1,567,272 |
NET CURRENT ASSETS/(LIABILITIES) | 2,591,271 | (302,776 | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
3,783,112 |
897,138 |
PROVISIONS FOR LIABILITIES | 9 | 5,099 | 6,915 |
NET ASSETS | 3,778,013 | 890,223 |
CAPITAL AND RESERVES |
Called up share capital | 10 | 1,685 | 1,176 |
Share premium | 11 | 2,841,493 | - |
Merger reserve | 11 | (964 | ) | (964 | ) |
Retained earnings | 11 | 935,799 | 890,011 |
SHAREHOLDERS' FUNDS | 3,778,013 | 890,223 |
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime. |
The financial statements were approved by the Board of Directors and authorised for issue on 11th April 2025 and were signed on its behalf by: |
R G R Kay - Director |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Company Balance Sheet |
31st December 2024 |
31.12.24 | 31.12.23 |
Notes | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 5 |
Investments | 6 |
CURRENT ASSETS |
Debtors | 7 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 8 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
PROVISIONS FOR LIABILITIES | 9 |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 10 |
Share premium | 11 |
Retained earnings | 11 |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 237,111 | 283,073 |
The financial statements were approved by the Board of Directors and authorised for issue on |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Notes to the Consolidated Financial Statements |
For The Year Ended 31st December 2024 |
1. | STATUTORY INFORMATION |
Citivale Group Holdings Ltd is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
These consolidated financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention. |
The financial statements are presented in sterling which is the functional currency of the company and the Group and are rounded to the nearest £. |
The significant accounting policies applied in the preparation of these financial statements are set out below. The same accounting policies have been applied to the company's individual accounts and the consolidated accounts. |
Basis of consolidation |
The consolidated group financial statements consist of the financial statements of the parent company, Citivale Group Holdings Limited, together with all the entities controlled by the parent company (its subsidiaries). All financial statements are made up to 31st December 2024. |
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. |
The acquisition on 30th September 2022 of Citivale Partners Limited in a share for share exchange has been accounted for in the group accounts using the merger method of accounting. The share for share exchange was accounted for at the nominal value with the difference between the nominal value of the shares issued and nominal value of the shares acquired being reported in the Merger Reserve. |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2024 |
2. | ACCOUNTING POLICIES - continued |
Revenue recognition |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Revenue from the rendering of services is recognised when the following conditions are satisfied: |
- The amount of the revenue can be measured reliably; |
- It is probable that the economic benefits associated with the transaction will flow to the entity; |
- The stage of completion of the transaction at the end of the reporting period can be measured reliably; and |
- The costs incurred for the transaction and the costs to complete the transaction can be measured reliably. |
Asset management and development management fees are recognised in the period that the service is delivered to the client. When a retention fee is included in the contract then the value of the fee that is subject to the retention is recognised when all conditions have been met and when the value to be received can be measured reliably. |
Acquisition fees, which are fees resulting from completion of a property acquisition by a client, are typically set out in a contract with a proportion being payable on completion and a proportion being deferred for payment until a future date. The value of the acquisition fee is typically determined at the completion date with subsequent amendments to the value of the deferred proportion being determined by future events, most commonly the future value of the property when sold by the client. The proportion of the acquisition fee that is payable on completion is recognised at the completion date. The proportion of the acquisition fee that is deferred is recognised as revenue when it can be determined that the value of the revenue can be measured reliably and that it is probable the payment will be received at a later date. When revenue from deferred acquisition fees is recognised before payment is received then an ongoing assessment is made of changes in circumstances which may require the value of the revenue recognised at the previous reporting date to be adjusted in the current reporting period. |
Promote or performance fees usually become due on the disposal of a property by a client. Promote or |
performance fees are recognised when the transaction which triggers the fee completes. |
Other consultancy fees are usually derived from advice related to a specific transaction or a specified deliverable.The revenue for other consultancy services is recognised when the specific deliverable is made available to the client or when a specific transaction completes. This is usually at the same time as an invoice for the fee is raised. |
Tangible fixed assets |
Short leasehold improvements - 5 year straight line |
Fixtures and fittings - 5 year straight line |
Computer equipment - 3 year straight line |
Motor vehicles and bicycle - 4 year straight line |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2024 |
2. | ACCOUNTING POLICIES - continued |
Investments in subsidiaries |
In the company balance sheet, investments in subsidiaries are shown at cost less provision for impairment. Investments are reviewed annually for indications of impairment. |
In the group balance sheet, investments relate to investments in unlisted entities which are stated at cost less impairment. At each balance sheet date, the investment is assessed for indicators of impairment and where there are indicators of impairment, recoverable amount is assessed. If recoverable amount is less than carrying amount, the investment is written down to recoverable amount by way of an impairment loss which is recognised in profit or loss. |
Debtors and creditors receivable/payable within one year |
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at |
transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses. |
Loans and borrowings |
Loans and borrowings are initially recognised at the transaction price. Subsequently, they are measured at |
amortised cost using the effective interest rate method, less impairment. If an arrangement constitutes a finance transaction it is measured at present value. |
Impairment |
Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. If such indication exists, the recoverable amount of the asset, or the asset's cash generating unit, is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in profit or loss unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease. |
Provisions |
Provisions are recognised when the company has an obligation at the balance sheet date as a result of a past event, it is probable that an outflow of economic benefits will be required in settlement and the amount can be reliably estimated. |
Taxation |
Current tax represents the amount of tax payable or receivable in respect of the taxable profit (or loss) for the |
current or past reporting periods. It is measured at the amount expected to be paid or recovered using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax represents the future tax consequences of transactions and events recognised in the financial |
statements of current and previous periods. It is recognised in respect of all timing differences, with certain |
exceptions. Timing differences are differences between taxable profits and total comprehensive income as stated in the financial statements that arise from the inclusion of income and expense in tax assessments in periods different from those in which they are recognised in the financial statements. 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 is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of timing differences. Deferred tax on revalued non-depreciable tangible fixed assets and investment properties is measured using the rates and allowances that apply to the sale of the asset. |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2024 |
2. | ACCOUNTING POLICIES - continued |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
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. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The company and group operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
The average number of employees by undertakings that were proportionately consolidated during the year was 3 (2023 - 2 ) . |
4. | INDIVIDUAL INCOME STATEMENT |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
The parent company's profit for the year was £237,111 (2023: £283,073). |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2024 |
5. | TANGIBLE FIXED ASSETS |
Group |
Motor |
Fixtures | vehicles |
Short | and | and | Computer |
leasehold | fittings | bicycles | equipment | Totals |
£ | £ | £ | £ | £ |
COST |
At 1st January 2024 | 26,630 | 21,344 | - | 17,097 | 65,071 |
Additions | 5,315 | - | 945 | 2,814 | 9,074 |
At 31st December 2024 | 31,945 | 21,344 | 945 | 19,911 | 74,145 |
DEPRECIATION |
At 1st January 2024 | 5,326 | 5,035 | - | 5,745 | 16,106 |
Charge for year | 6,123 | 4,269 | 118 | 6,637 | 17,147 |
At 31st December 2024 | 11,449 | 9,304 | 118 | 12,382 | 33,253 |
NET BOOK VALUE |
At 31st December 2024 | 20,496 | 12,040 | 827 | 7,529 | 40,892 |
At 31st December 2023 | 21,304 | 16,309 | - | 11,352 | 48,965 |
Company |
Motor |
Fixtures | vehicles |
Short | and | and | Computer |
leasehold | fittings | bicycles | equipment | Totals |
£ | £ | £ | £ | £ |
COST |
At 1st January 2024 |
Additions |
At 31st December 2024 |
DEPRECIATION |
At 1st January 2024 |
Charge for year |
At 31st December 2024 |
NET BOOK VALUE |
At 31st December 2024 |
At 31st December 2023 |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2024 |
6. | FIXED ASSET INVESTMENTS |
Group |
Unlisted |
investments |
£ |
COST |
At 1st January 2024 |
and 31st December 2024 | 1,150,949 |
NET BOOK VALUE |
At 31st December 2024 | 1,150,949 |
At 31st December 2023 | 1,150,949 |
Company |
Shares in |
group |
undertakings |
£ |
COST |
At 1st January 2024 |
and 31st December 2024 |
NET BOOK VALUE |
At 31st December 2024 |
At 31st December 2023 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Citivale Partners Limited |
Registered office: 4 Old Market Place, Ripon, North Yorkshire, HG4 1EQ |
Nature of business: Management of real estate on a fee/contract basis |
% |
Class of shares: | holding |
Ordinary £0.01 | 100.00 |
Citivale Partners Lime JVCO Limited |
Registered office: 4 Old Market Place, Ripon, North Yorkshire, HG4 1EQ |
Nature of business: Development management of industrial building sites |
% |
Class of shares: | holding |
Ordinary £1 | 100.00 |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2024 |
7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
31.12.24 | 31.12.23 | 31.12.24 | 31.12.23 |
£ | £ | £ | £ |
Trade debtors | 83,847 | 208,077 |
Other debtors | 362,799 | 111,191 |
Loans from subsidiaries | - | - |
Social security and other taxes | - | - |
Prepayments and accrued income | 981,298 | 591,637 |
1,427,944 | 910,905 |
8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
31.12.24 | 31.12.23 | 31.12.24 | 31.12.23 |
£ | £ | £ | £ |
Trade creditors | 15,977 | 62,854 |
Corporation Tax | 85,389 | 90,660 |
Social security and other taxes | 60,076 | 116,521 |
Other creditors | 2,302 | 1,060,136 |
Loans from subsidiaries | - | - |
Accruals | 136,248 | 198,059 |
Deferred income | - | 39,042 |
299,992 | 1,567,272 |
9. | PROVISIONS FOR LIABILITIES |
Group | Company |
31.12.24 | 31.12.23 | 31.12.24 | 31.12.23 |
£ | £ | £ | £ |
Deferred tax | 5,099 | 6,915 | 5,099 | 6,915 |
Group |
Deferred tax |
£ |
Balance at 1st January 2024 | 6,915 |
Accelerated capital allowances |
released during the year | (1,816 | ) |
Balance at 31st December 2024 | 5,099 |
Company |
Deferred tax |
£ |
Balance at 1st January 2024 |
Accelerated capital allowances |
Released during year | (1,816 | ) |
Balance at 31st December 2024 |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2024 |
10. | CALLED UP SHARE CAPITAL |
Allotted and issued: |
Number: | Class: | Nominal | 31.12.24 | 31.12.23 |
value: | £ | £ |
Share capital | £1 | 1,685 | 1,176 |
11. | RESERVES |
Group |
Retained | Share | Merger |
earnings | premium | reserve | Totals |
£ | £ | £ | £ |
At 1st January 2024 | 890,011 | - | (964 | ) | 889,047 |
Profit for the year | 228,788 | - | - | 228,788 |
Dividends | (183,000 | ) | - | - | (183,000 | ) |
Cash share issue | - | 2,841,493 | - | 2,841,493 |
At 31st December 2024 | 935,799 | 2,841,493 | (964 | ) | 3,776,328 |
Company |
Retained | Share |
earnings | premium | Totals |
£ | £ | £ |
At 1st January 2024 | 320,662 |
Profit for the year |
Dividends | ( |
) | ( |
) |
Cash share issue | - | 2,841,493 | 2,841,493 |
At 31st December 2024 | 3,216,266 |
On 11 January 2024, the company allotted 509 ordinary shares with a nominal value of £1.00 each in the capital of the company to Partners Group Operator Investments Holding Ag and the company adopted new Articles of Association. The subscription price paid at completion for the shares allotted was £3,000,000. |
The balance of this subscription price, after costs of £157,998, was allocated to the share premium account. |
The merger reserve represents the difference between the nominal value of shares issued and the nominal value of the shares acquired when the company acquired 100% of the issued share capital of Citivale Partners Limited in a share for share exchange on 30th September 2022. |
Citivale Group Holdings Ltd (Registered number: 13606849) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2024 |
12. | FINANCIAL COMMITMENTS |
On 28th January 2022 Citivale Partners Lime JVCO Limited, a wholly owned subsidiary of the company, entered into a Joint Venture and Shareholders' Agreement with PG Investment Company 17 S.A.R.L. and PG Lime Investment Company 1 Limited ("the Agreement"). The Agreement committed Citivale Partners Lime JVCO Limited to fund PG Lime Investment Company 1 Limited to a maximum of £1m with an automatic increase in the value of the commitment on the completion of the acquisition of, or investment in, each investment by PG Lime Investment Company 1 Limited to an amount equal to the value of the acquisition fee due to the company in relation to that acquisition. At the 31 December 2023 the investment of £1.15m, disclosed as Fixed Asset Investments in the consolidated balance sheet, represented the maximum value of the funding commitment under the Agreement. |
In the year ended 31st December 2024, as the result of the completion of the investment agreement with Partners Group Operator Investments Holding Ag and Citivale Group Holdings Limited on 11 January 2024 the funding commitment of Citivale Partners Lime JVCO Limited automatically increased under the terms of the Agreement by an additional £2m. |
The Agreement sets out the requirements for additional contributions by the parties to the Agreement, that the funding commitments are expected to be for funding for target investments and to fund costs in accordance with the business plan and the process under which a draw down against the commitment is to be actioned. Under the agreement £237,500 was advanced by Citivale Partners Lime JVCO Limited on 13th September 2024, and is disclosed under Other Debtors as at 31st December 2024. |
At the date of approval of these financial statements the Citivale group is forecasting that it will not be required to make a funding contribution before 31 December 2025. |
The directors have taken account of the funding commitment in the Agreement in their assessment of the cashflow projections for the company and their going concern assessment. |