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Registered number: SC564574












SAFE AS HOUSES INVESTMENT PLC
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

 

SAFE AS HOUSES INVESTMENT PLC

CONTENTS



Page
Company information
 
1
Strategic report
 
2 - 7
Directors' report
 
8
Directors' responsibilities statement
 
9
Independent auditor's report
 
10 - 13
Profit and loss account
 
14
Balance sheet
 
15
Statement of changes in equity
 
16
Statement of cash flows
 
17
Notes to the financial statements
 
18 - 33


 

SAFE AS HOUSES INVESTMENT PLC
 
COMPANY INFORMATION


Directors
D I Ritchie 
J M Bougourd 
D M Heaney 




Company secretary
Truva Corporate Administration Limited



Registered number
SC564574



Registered office
Cottage 13 Praise Road
Quarriers Village

Bridge Of Weir

Renfrewshire

Scotland

PA11 3SX




Independent auditor
Blick Rothenberg Audit LLP
Chartered Accountants & Statutory Auditor

16 Great Queen Street

Covent Garden

London

WC2B 5AH




Solicitors
Greenwoods GRM LLP
1 Bedford Row

London

WC1R 4BZ




Page 1

 

SAFE AS HOUSES INVESTMENT PLC
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present the Strategic Report for Safe as Houses Investment Plc ("SAH") for the year ended 31 December 2023. 
Principle activities
The principal activities of the Company are in the provision of solutions within the care sector across the UK, collaborating with and funding an evolving portfolio of dynamic partners which enables the creation and funding of desperately needed high-quality accommodation and future proofed environments. 
Business review and future developments
Results for the year
During the year, the Company continued to build upon its track record of delivering innovative and unique solutions in a sector where there is a genuine and increasing demand. 
The Company acquires and develops care sector properties in wholly owned SPVs and exits by sale of the shares in the SPV or sale of the underlying property asset.
Throughout the year, the company continued to navigate a challenging operating environment marked by persistent market, financial and external uncertainties.
The Company sold the underlying property asset in one of its SPVs during the year to a leading institutional sector fund. The Company also sold land to the same institutional fund via a sale and forward funding agreement to build an apartment block incorporating 1 three-bedroom, 1 four-bedroom and 5 one-bedroom apartments on the site for supported living. 
The underlying attributable property value to these sales totalled £2.6million (2022: £17.6million). A management fee was also charged to the SPVs in relation to the development activity of £510,537 (2022: £532,772).
The profit for the financial year was impacted by a £10.7 million impairment provision (2022 £2.8million) against the amounts due from Safe as Houses Limited, a related party and the Company’s development manager during the year. Significant impairments against other assets have also been recorded, recognising the challening economic conditions during the year and post year end. 
 
The Company also has strategic 50% shareholdings in two care operators, Bespoke Care Services Limited and Prime Calibre Care Group Limited. Both companies are trading successfully, and the Company is currently working with the other shareholders in the pursuit of expansion opportunities in the form of additional facilities.
The Company has continued to develop strong relationships in the care sector. 

Page 2

 

SAFE AS HOUSES INVESTMENT PLC

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Financial key performance indicators
 
Due to the early stage of the Company's activities the key performance indicators primarily relate to factors impacting growth and viability. The Board monitors funding and cashflow, performance against forecast, pipeline and the identification of suitable development sites and individual sub-sector growth and profitability. During the year the Company created business sectors for each major care sector in which it either operates or is seeking to operate – six business sectors in total. The Company has started measuring financial performance at sector level and will develop these metrics further, including profit per project, as the Company grows. 
Future developments
Post year end, the Company completed the sale and forward funding of a further development for £2.5 million to a leading institutional sector fund, building on previous sales and forward funding with the fund. We are in advanced discussions whereby the same fund will forward fund and acquire further properties from the Company. The Company is also progressing discussions with multiple funds who are either active in the sector, or who are seeking to enter the sector. With the increasing care requirements across the UK, the Company is confident that demand will remain strong.
While advancing funding solutions, the Company continues to progress existing projects, manage cash flow, and strengthen its core business operations.
Principal risks and uncertainties
The Directors have identified below a number of risks which they believe may affect the Company's ability to deliver its strategic goals. This list does not purport to be an exhaustive summary of the risks affecting the business and is given in no particular order of priority. Where possible steps to mitigate risks have been highlighted as have those risks considered to be outside the control of the Directors.
Economic risk
The main economic risks that could affect the businesses performance are increasing construction costs and a widening of yields, both of which impact upon margins. The business operates on a buy to order basis where the key participants engage in advance. The end sale price is based on a long-term yield from a property based lease. The Company will respond to these risks by ensuring that it is achieving value in its construction contracts and that the pre-agreed yield with the fund buyer is set at a financially sustainable level for the particular project prior to committing significant sums such as the purchase completion. To this first point, a partnership relationship has been formed with a new contractor which will promote full transparency on costs and enhance the Company’s capability to robustly appraise projects prior to entering into them. In addition, it should be noted that the Company sees a buying opportunity as residential property prices are expected to fall. 
Regulatory change risk 
 
The Company does not operate in a heavily regulated environment but is affected by the impact of regulatory change on its customers and partners. The business has adapted to mitigate these concerns and to position itself as best in class and continues to monitor and react positively to changes of this nature. Reacting to such changes impacts cost by way of carried overheads whilst future proofing the business can take time and impact the structure and timing of future sales. The Board regularly reviews the regulatory environment, potential developments and maintains open dialogue with its key customers and partners to enable it to plan and adapt as change arises.  



 

Page 3

 

SAFE AS HOUSES INVESTMENT PLC

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Principal risks and uncertainties (continued)
Funding and liquidity risk
In order to grow the business in line with projections the business needs to be assured of adequate funding at competitive rates, so that the pipeline of demand from the Company’s partners and stakeholders can be fulfilled. Post year end the Company completed a forward funding agreement with an institutional fund. The Company monitors its levels of working capital to ensure that it can meet its debt repayments as they fall due through regular cash flow forecasting and a longer-term business plan and forecasts. 
The key risk to liquidity comes from the loan note debt of £15m principal plus premium and outstanding interest. The Company was unable to make this payment when it fell due in December 2023. The Company is engaged with the loan note holders representatives to explore a longer term financing solution that will maximise returns to the loan note holders and all creditors.
Sustainability of market 
The market that the business operates within continues to grow at a rate that is not being met by providers and there is no sign of this letting up. In fact, recent economic pressures are only going to increase the need for the private sector to assist with.  
Increased competition is welcome as currently there is no sign of market tensions resulting in anyone being displaced and those that strive as the business does to be best in sector and are supported by adequate funding are assured of a long- term future. 
Interest rate risk
The Company has both interest-bearing assets and interest-bearing liabilities. Interest bearing assets comprise loans receivable and cash and cash equivalents which earn interest at variable and fixed rates. Interest bearing liabilities are at fixed rates. The Company has a policy of maintaining debt at fixed rates to ensure certainty of future interest cash flows. The Company is engaging with the trustee of the loan note holders to explore options on the maturing loan stock and is monitoring the movements in interest rates in the wider market to inform these discussions. 
Going concern
The financial statement have been prepared on a going concern basis.
The loss for the year was £12,569,289 (2022: loss of £1,827,129) and the Company had net current liabilities of £16,147,232 (2022: £3,577,943).
The Directors have prepared cashflow forecasts for the eighteen months to 31 December 2026 and considered carefully the future prospects of the Company. The cashflow forecasts, on a worst-case scenario basis, show that the company would still be able to meet its day-to-day cash requirements as they fall due. The results subsequent to the year end, having navigated a prolonged period of unprecedented economic turmoil, have been positive. The Company has a pipeline of opportunities and has established relationships with key stakeholders, including local authorities and care commissioners throughout the UK. As at the date of signing, the Company has an agreed standstill with its loan note holder and is in the process of concluding the terms of the loan note restructuring whereby it is likely that a portion of the loan note debt will  remain, with amended terms and the Directors are comfortable that these obligations can be serviced, and a portion will be converted to equity. The directors and loan note holders are working towards concluding this restructuring by the end of June 2025.
The directors have considered a scenario in which negotiations with the loan note holders, and the debt for equity swap, is not completed, and the loan note holder demands full repayment of the loan note. In this event, the Company would not be a going concern as it would be unable to repay the outstanding balance based on the projected cash flows. Therefore, the directors consider that there is a material uncertainty in relation to going concern as a result of such a failure of the ongoing negotiations.

Page 4

 

SAFE AS HOUSES INVESTMENT PLC

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Section 172(1) Statement
 
Section 172(1) of the Companies Act requires directors of a company to act in a way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole. In doing so the Directors have had regard to the matters set out in section 172(1) a) to f) when performing their duty under section 172.
The matters set out are:
a) the likely consequences of any decision in the long term 
The Company’s mission is to enhance the lives of society’s most vulnerable, by facilitating future proofed accommodation solutions to the significant issues of shortfalls and inadequate accommodation for persons in need across the U.K. 
The Company puts in place long term leases with vetted tenants and operators. These leases are ethical and sustainable and outline terms which are not designed to be in any way onerous upon the tenant and which address the Regulator’s concerns on onerous leases. For example, a rent neutral model is operated whereby we do not charge the tenant for any communal space.
We continue to collaborate with a number of institutional investors who have access to the funding to be able to meet the growing needs of Local Government / NHS and Assisted Care over the longer term.
The Company has a dedicated R&D function which researches and identifies cross sector care needs across the UK. Without exception, there is a growing need over the next decade for both additional beds in the sector, and an improvement in the quality of the beds and accommodation that is available. Again, this demonstrates the Company’s recognition that its decisions carefully consider the short, medium and long terms.
b) the interests of the Company's employees 
The Company does not have any employees, bar the directors, and is reliant on collaboration and partnership agreements. The Company is committed to being a responsible business and we utilise our position to influence and encourage our partners. Our behaviour is aligned with the expectations of our partners, clients, investors, communities, and society as a whole. 
People are clearly at the heart of our specialist services. For our business to succeed we need to manage our partners performance and develop and operate as efficiently as possible. We must also ensure we share common values that in form and guide our behaviour, so we achieve our goals in the right way. 
During the year the Directors approved and actively promoted our partners' continued investment in its people. Business divisions were created for each major care sector, with a separate team aligned under each, enabling that team to focus on its sector. The recruitment of new people reflected these growing specialisms. As collaboration is at the heart of what we do, we rolled out a new flexible hybrid working policy which enabled persons who work more effectively in an office environment to do just that. 
All these employees are actively encouraged to visit the Company’s sites to gain a further understanding of the business and the value-added work the business is achieving, which is a highly effective motivator.
c) the need to foster the Company's business relationships with suppliers, customers and others 
SAH has positioned itself as the leading provider of solutions within the sector providing the increased and enhanced infrastructure that is desperately required. We work with a range of collaborative partners which is constantly expanding. Our funding model enables Local Authorities, NHS and Registered Providers of Social Housing to expand quickly and safely to meet the needs.
We engage with as many involved parties, on a collaborative basis as early as possible, in order to facilitate the development of services for those needing them.
 
Page 5

 

SAFE AS HOUSES INVESTMENT PLC

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Section 172(1) Statement (continued)
The overarching aim is to help alleviate financial constraints in order create a better overall quality of life for society’s most disenfranchised members.
The Company has entered into a formal partnering relationship with a main contractor. In addition during the year, we have entered into further formal and informal partnering relationships with a number of stakeholders in the care sector, which are subject to confidentiality provisions.
d) the impact of the Company's operations on the community and the environment 
Deploying our extensive Research and Development capability and in consultation with many stakeholders in the sector, SAH will develop properties for vulnerable people which includes but is not limited to people with learning disabilities, autism, mental health, elderly, dementia, children's service, complex needs and the homeless. These properties are developed to the specification of the operator, are high quality and future-proofed, and therefore the work that we do has a hugely positive impact on our communities in general. Our research and operating model also ensures that these facilities are developed in areas and communities with high need.  
We are reacting to a growing trend towards environmentally responsible and sustainable solutions in the industry, for example by including an improvement in a property’s EPC rating in our feasibility assessment and by providing options to our fund buyers and operators to include environmentally responsible solutions as part of our product offering.
The use of renewable energy sources is at the forefront of SAH thinking and where practical we always enhance the energy efficiency of all sites to reduce running costs and carbon footprint.
We always seek to incorporate tech and automation where this is practical and offer free of charge access to Person Centred Software’s award-winning operating App as well as the Sounds Like Me Care personalisation app. 
e) the desirability of the Company maintaining a reputation for high standards of business conduct 
As a Board we are supremely conscious of the fact that our Core Business focusses on the delivery of Care for societies most vulnerable and must balance the of delivering profit whilst doing good. Our brand and reputation is therefore precious to us and we strive at every opportunity to cement our values through all that we do and support and pride ourselves in going the extra mile whilst staying true to our principles. 
During the year, working alongside our partner, we achieved a very positive Ofsted rating for a new children’s services operation in Kent. We continue to support our adult complex needs partner in the operation of the Parklands facility and the local commissioners have outlined their support for further services and have engaged our partner to carry out quality reviews at other sites.  Again, we put in place leases that are sustainable and ethical, and we complete properties to the specification of tenants, operators and the ultimate landlord, often making late amendments and additions at our cost. This demonstrates our commitment to high standards of business conduct.
f) the need to act fairly between members of the Company 
The Board is supporting the Executive Chairman in embedding a culture that will help deliver long- term success. The Executive Chairman reinforces the Company's values and ensure that we have the right culture to meet the strategic needs of the Company. Further work on this will be carried out on a continuous basis. The Board sets the values and standards required of all partners through its Operational Framework, which contains our Code of Conduct. The Company has a proprietary process system designed to both mitigate risk and ensure a consistent fair approach to each project and partners. The integrity of these processes is an important part of our governance arrangements and the Board reviews these processes regularly to ensure they remain effective. 


 
Page 6

 

SAFE AS HOUSES INVESTMENT PLC

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Section 172(1) Statement (continued)
During the year, our transparent and fully inclusive property acquisition and sale member approval process was successfully implemented across a number of projects. Further, we improved the process to include senior executive approval earlier in our project feasibility prior to making an offer, effectively adding another layer of transparency into our acquisition process.


This report was approved by the board and signed on its behalf.





D I Ritchie
Director

Date: 9 May 2025

Page 7

 

SAFE AS HOUSES INVESTMENT PLC

DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Results and dividends

The loss for the year, after taxation, amounted to £12,569,289 (2022 - loss  £ 1,827,129).

The directors do not recommend a dividend.

Directors

The directors who served during the year were:

D I Ritchie 
J M Bougourd 
D M Heaney 

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Matters covered in the Strategic Report

As permitted by s414c(11) of the Companies Act 2006, the directors have elected to disclose information, required to be in the directors' report by Schedule 7 of the 'Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008', in the strategic report.

Auditor

The auditor, Blick Rothenberg Audit LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





D I Ritchie
Director

Date: 9 May 2025

Page 8

 

SAFE AS HOUSES INVESTMENT PLC
 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors are responsible for preparing the Strategic report, 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:

select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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 2006They 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.

Page 9

 

SAFE AS HOUSES INVESTMENT PLC

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SAFE AS HOUSES INVESTMENT PLC
 FOR THE YEAR ENDED 31 DECEMBER 2023

Opinion


We have audited the financial statements of Safe As Houses Investment Plc (the 'Company') for the year ended 31 December 2023, which comprise the Profit and Loss Account, the Balance Sheet, the Statement of Cash Flows, the Statement of Changes in Equity and the related Notes, including a summary of significant accounting policiesThe 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 Company's affairs as at 31 December 2023 and of its loss 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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.


Material uncertainty related to going concern


We draw attention to note 2.3 in the financial statements, which indicates that there is a material uncertainty in relation to going concern as a result of loan notes totalling £15,895,476 which were due for repayment in December 2023. The Company has not repaid the loan notes and based on the expected future cashflow forecasts of the Company, the Company does not have sufficient cash reserves to repay the loan notes and must restructure the arrangement. 
As stated in note 2.3, these events or conditions, along with the other matters as set forth in note 2.3, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.


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. Our evaluation of the directors' assessment of the Company's ability to continue to adopt the going concern basis of accounting included an assessment of the Company's cash flow forecasts, excluding the repayment of the loan notes and associated interest.


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


Page 10

 

SAFE AS HOUSES INVESTMENT PLC

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SAFE AS HOUSES INVESTMENT PLC (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion 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 Strategic report and the Directors' report for the financial year 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.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


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 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.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 9, 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.


Page 11

 

SAFE AS HOUSES INVESTMENT PLC

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SAFE AS HOUSES INVESTMENT PLC (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

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.


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:

the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the sector
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, being the Companies Act 2006, FRS 102 and taxation legislation;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we: 

performed analytical procedures to identify any unusual or unexpected relationships;
tested a sample of manual journal entries, selected through applying specific risk assessments applied based on the Company’s processes and controls surrounding manual journal entries;
assessed whether judgements and assumptions made in determining the accounting estimates set out in note 3 were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

agreeing financial statement disclosures to underlying supporting documentation;
reading the minutes of meetings of those charged with governance; and
enquiring of management as to actual and potential litigation and claims.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. 

 
Page 12

 

SAFE AS HOUSES INVESTMENT PLC

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SAFE AS HOUSES INVESTMENT PLC (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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 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 2006Our 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.





Jacqueline Oakes (Senior statutory auditor)
  
for and on behalf of
Blick Rothenberg Audit LLP
 
Chartered Accountants
Statutory Auditor
  
16 Great Queen Street
Covent Garden
London
WC2B 5AH

 
Date: 
9 May 2025
Page 13

 

SAFE AS HOUSES INVESTMENT PLC
 
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
508,002
677,344

Cost of sales
  
(415,228)
(193,630)

Gross profit
  
92,774
483,714

Administrative expenses
  
(12,085,187)
(2,898,063)

Operating loss
  
(11,992,413)
(2,414,349)

Income from other fixed asset investments
 7 
68,663
657,830

Profit on disposal of subsidiaries
 8 
-
584,506

Interest receivable and similar income
 9 
705,635
798,092

Interest payable and similar expenses
 10 
(1,351,174)
(1,344,693)

Loss before taxation
  
(12,569,289)
(1,718,614)

Tax on loss
 11 
-
(108,515)

Loss for the financial year
  
(12,569,289)
(1,827,129)

There are no items of other comprehensive income for 2023 or 2022 other than the loss for the yearAs a result, no separate Statement of comprehensive income has been presented.

The notes on pages 18 to 33 form part of these financial statements.

Page 14


 
REGISTERED NUMBER:SC564574
SAFE AS HOUSES INVESTMENT PLC

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Investments
 12 
32
32

Current assets
  

Stocks
 13 
589,764
756,001

Debtors: amounts falling due after more than one year
 14 
630,116
537,116

Debtors: amounts falling due within one year
 14 
706,544
11,017,974

Cash at bank and in hand
  
7,122
1,677,191

  
1,933,546
13,988,282

Creditors: amounts falling due within one year
 15 
(18,080,810)
(17,566,257)

Net current liabilities
  
 
 
(16,147,264)
 
 
(3,577,975)

Total assets less current liabilities
  
(16,147,232)
(3,577,943)

  

Net liabilities
  
(16,147,232)
(3,577,943)


Capital and reserves
  

Called up share capital 
 16 
50,000
50,000

Profit and loss account
 17 
(16,197,232)
(3,627,943)

Total equity
  
(16,147,232)
(3,577,943)


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




D I Ritchie
Director

Date: 9 May 2025

The notes on pages 18 to 33 form part of these financial statements.

Page 15

 

SAFE AS HOUSES INVESTMENT PLC

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2022
50,000
(1,800,814)
(1,750,814)


Comprehensive income for the year

Loss for the financial year
-
(1,827,129)
(1,827,129)
Total comprehensive income for the year
-
(1,827,129)
(1,827,129)



At 1 January 2023
50,000
(3,627,943)
(3,577,943)


Comprehensive income for the year

Loss for the financial year
-
(12,569,289)
(12,569,289)
Total comprehensive income for the year
-
(12,569,289)
(12,569,289)


At 31 December 2023
50,000
(16,197,232)
(16,147,232)


The notes on pages 18 to 33 form part of these financial statements.

Page 16

 

SAFE AS HOUSES INVESTMENT PLC

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Loss for the financial year
(12,569,289)
(1,827,129)

Adjustments for:

Dividends received
(68,663)
(657,830)

Impairment provision
11,707,931
2,750,000

Loss on disposal of unlisted investments
-
(584,506)

Interest payable
1,351,174
1,344,693

Interest receivable
(705,635)
(798,092)

Taxation charge
-
108,515

Increase in stocks
(101,589)
(177,358)

Decrease in debtors
-
9,267

Increase in creditors
53,542
30,770

Write off of intercompany loan
-
36,618

Net cash generated from operating activities

(332,529)
234,948


Cash flows from investing activities

New loans to related undertakings
(5,873,099)
(13,411,077)

Related undertakings loans repaid
5,244,570
14,384,155

Purchase of unlisted and other investments
-
(4)

Sale of unlisted and other investments
-
584,512

Interest received
272,497
18,721

Dividends received
68,663
657,830

Net cash from investing activities

(287,369)
2,234,137

Cash flows from financing activities

Interest paid
(1,050,171)
(1,350,000)

Net cash used in financing activities
(1,050,171)
(1,350,000)

Net (decrease)/increase in cash and cash equivalents
(1,670,069)
1,119,085

Cash and cash equivalents at beginning of year
1,677,191
558,106

Cash and cash equivalents at the end of year
7,122
1,677,191


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
7,122
1,677,191

7,122
1,677,191


Page 17

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Safe As Houses Investment PLC is a public company limited by shares, incorporated in Scotland. The registered office is Cottage 13 Praise Road, Quarriers Village, Bridge Of Weir, Renfrewshire, Scotland, PA11 3SX.
The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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 judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Exemption from preparing consolidated financial statements

The Company is a parent Company which would be subject to the small companies regime but for being a public Company, and is therefore exempt from the requirement to prepare consolidated financial statements under section 399 of the Companies Act 2006.

 
2.3

Going concern

The financial statement have been prepared on a going concern basis.
The loss for the year was £12,569,289 (2022: loss of £1,827,129) and the Company had net current liabilities of £16,147,232 (2022: £3,577,943).
The Directors have prepared cashflow forecasts for the eighteen months to 31 December 2026 and considered carefully the future prospects of the Company. The cashflow forecasts, on a worst-case scenario basis, show that the company would still be able to meet its day-to-day cash requirements as they fall due. The results subsequent to the year end, having navigated a prolonged period of unprecedented economic turmoil, have been positive. The Company has a pipeline of opportunities and has established relationships with key stakeholders, including local authorities and care commissioners throughout the UK. 
As at the date of signing, the Company has an agreed standstill with its loan note holder and is in the process of concluding the terms of the loan note restructuring whereby it is likely that a portion of the loan note debt will  remain, with amended terms and the Directors are comfortable that these obligations can be serviced, and a portion will be converted to equity. The directors and loan note holders are working towards concluding this restructuring by the end of June 2025.
The directors have considered a scenario in which negotiations with the loan note holders, and the debt for equity swap, is not completed, and the loan note holder demands full repayment of the loan note. In this event, the Company would not be a going concern as it would be unable to repay the outstanding balance based on the projected cash flows. Therefore, the directors consider that there is a material uncertainty in relation to going concern as a result of such a failure of the ongoing negotiations.
Page 18

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.4

Revenue

Revenue comprises the sale of stock properties, management and finance fees and other sundry recharges in relation to property development activity. 
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised on completion and when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.6

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 19

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

  
2.7

Impairment

Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.
For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset's carrying amount and the present value of estimated future cash flows, discontinued at the financial asset's original effective interest rate. 
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset's carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impairment financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. 

 
2.8

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income and expense 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.
Current tax is the amount of income tax payable in respect of taxable profit for the year or prior years.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
 
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 tax balances are not recognised in respect of permanent differences. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

 
2.9

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 20

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.10

Associates and joint ventures

Associates and Joint Ventures are held at cost less impairment.

 
2.11

Stocks

Stocks are stated at the lower of cost less impairment provision.
Cost includes all statutory and professional fees relating to the acquisition of a property, obtaining planning consents, legal fees in relation to the granting of new leases together with the costs of construction and redevelopment. Finance costs are not capitalised. 

The Company assesses at each year end whether any stock is impaired. This assessment is made by comparing the carrying amount of a stock item with its selling prices less costs to complete and sell. Selling price is calculated by estimating the likely end sales value of completed developments less all necessary future development and disposal costs. If any item of stock is impaired the Company reduces the carrying amount to its selling price less costs to complete and sell; the resulting impairment loss is recognised immediately in profit and loss. When the circumstances that previously caused stock to be impaired no longer exist or when there is clear evidence of an increase in selling price less costs to complete and sell because of changes in economic circumstances, the Company reverses the amount of the impairment so that the new carrying amounts is the lower of the cost and the revised selling price less costs to complete and sell.

 
2.12

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

  
2.13

Share capital

Ordinary shares are classified as equity. 

  
2.14

Financial instruments

The Company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.
Financial assets and financial liabilities are recognised when the Company becomes party to the contractual provisions of the instrument.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.
The Company’s policies for its major classes of financial assets and financial liabilities are set out below. 
Financial assets
Basic financial assets, including trade and other debtors, cash and bank balances, intercompany working capital balances, and intercompany financing are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
 
Page 21

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

Financial instruments (continued)
Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.
Financial liabilities
Basic financial liabilities, including trade and other creditors, bank loans and loans from fellow group companies, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Impairment of financial assets
Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the Company would receive for the asset if it were to be sold at the reporting date.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets and financial liabilities
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
Offsetting of financial assets and financial liabilities
Financial assets and liabilities are offset 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.

Page 22

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

  
2.15

Provisions for liabilities

Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance sheet.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

Judgements
 
In the application of the Company’s accounting policies, the directors are required to make judgements (other than those involving estimations) that have a significant impact on the amounts recognised and to make estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Critical judgements in applying the Company’s accounting policies
The following are the critical judgements, apart from those involving estimations (which are dealt with separately below), that the directors have made in the process of applying the Company’s accounting policies and that have the most significant effect on the amounts recognised in the financial statements.
Financial instruments classification
The classification of financial instruments as “basic” or “other” requires judgement as to whether all the applicable conditions for classification as basic are met. This includes consideration of the form of the instrument and its return.
Key sources of estimation uncertainty
The key assumptions concerning the future, and other key sources of estimation uncertainty at the balance sheet date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are discussed below.
Stock
The directors are required to assess the expected selling price and costs to sell of each of the sites that constitute the Company’s stock to determine the correct carrying value. Estimation of the selling price is subject to significant inherent uncertainties concerning market yields, the property market generally and investor return expectations. The interrelationship between all of these inputs is determined by market conditions. Estimated costs to complete any work also requires estimation. A change in any of these factors will change the estimates valuation. The carrying amount of stock is disclosed in the note to the financial statements.

 
Page 23

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.Judgements in applying accounting policies (continued)

Loans receivable
The directors are required to assess whether the carrying value of loans receivable is appropriately stated and whether any impairment provision is required. Estimation of the recoverable amount of loans receivable requires the directors to make an assessment of the counter party’s ability to repay the debt and over what period. This assessment is inherently uncertain and can be impacted by external market conditions as well as factors specific to the borrower. An impairment provision of £11,707,938 was recognised during the year and a total of £15,957,938 as at 31 December 2023 (2022: £4,250,000). The carrying amount of loans receivable is disclosed in the note to the financial statements.


4.


Turnover

An analysis of turnover by class of business is as follows:


2023
2022
£
£

Related party finance costs and management fees
510,537
532,772

Sundry income
(2,535)
144,572

508,002
677,344


All turnover arose within the United Kingdom.


5.


Auditor's remuneration

During the year, the Company obtained the following services from the Company's auditor and its associates:


2023
2022
£
£

Fees payable to the Company's auditor and its associates for the audit of the Company's financial statements
32,392
37,245


Fees payable to the Company's auditor and its associates in respect of:

2023
2022
£
£



Taxation compliance services
5,072
4,807

All other services
4,487
4,252

9,559
9,059

Page 24

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

6.


Employees

Staff costs, including directors' remuneration, were as follows:


2023
2022
£
£

Wages and salaries
40,016
40,499

Social security costs
4,265
4,499

44,281
44,998


The Company has no employees other than the directors, who received remuneration totalling £40,016 (2022: £40,499).

The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







Employees
3
3


7.


Income from investments

2023
2022
£
£





Dividends received from unlisted investments
68,663
657,830



8.


Profit on disposal of subsidiaries

2023
2022
£
£



Proceeds
-
2,228,061

Cost of the investment
-
(6)

Sales costs
-
(159,040)

Costs to complete development
-
(1,484,509)

-
584,506

Page 25

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Interest receivable

2023
2022
£
£


Bank interest receivable
11,169
5,194

Other interest receivable
694,466
792,898

705,635
798,092


10.


Interest payable and similar expenses

2023
2022
£
£


Bank interest payable
171
-

Loan interest payable
1,200,000
1,200,000

Amortisation of loan arrangement fees
151,003
144,693

1,351,174
1,344,693


11.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
-
25,878


Total current tax
-
25,878

Deferred tax


Origination and reversal of timing differences
-
82,637

Total deferred tax
-
82,637


Tax on loss
-
108,515
Page 26

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
11.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2022 - higher than) the standard rate of corporation tax in the UK of 23.5% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Loss on ordinary activities before tax
(12,569,289)
(1,718,614)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.5% (2022 - 19%)
(2,953,783)
(326,537)

Effects of:


Expenses not deductible for tax purposes
-
522,519

Capital allowances for year in excess of depreciation
-
(111,056)

Exempt ABGH distributions
(16,150)
(124,988)

Chargeable gains
-
111,056

Dividends from UK companies
-
14,247

Movement in deferred tax not recognised
2,969,933
23,274

Total tax charge for the year
-
108,515


Factors that may affect future tax charges

In the Spring Budget 2021, the UK Government announced that from 1 April 2023 the corporation tax rate would increase to 25% for companies with profits of over £250,000. A small profits rate will also be introduced for companies with profits of £50,000 or less so that they will continue to pay corporation tax at 19%. From this date companies with profits between £50,000 and £250,000 will pay tax at the main rate reduced by a marginal relief providing a gradual increase in the effective corporation tax rate. This new law was substantively enacted on 24 May 2021. Deferred taxes at the balance sheet date have been measured using these enacted tax rates and reflected in these financial statements.

Page 27

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


Fixed asset investments





Investments in subsidiary companies
Investments in associates
Total

£
£
£



Cost


At 1 January 2023
12
20
32



At 31 December 2023
12
20
32





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Mawney 1 Ltd
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%
Brucie Bonus 1 Ltd
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%
Marcham 1 Ltd
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%
Abbey Lodge 1 Ltd
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%
The Moorings 1 Ltd
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%
Unicorn House 1 Ltd
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%
Trecastle 1 Ltd
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%
Vicars Court 1 Ltd
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%
Marion 1 Ltd
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%
Hagbourne 1 Ltd
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%
Birkmyre 1 Ltd
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%
CTSC 1 Ltd (formerly named Sandwich Road Ltd)
16 Great Queen Street, London, WC2B 5AH
Ordinary
100%

Post year end the following entities were sold and significant control transferred to SAH SSL LTD, a related party:
Brucie Bonus 1 Ltd on 8th February 2024;
Marcham 1 Ltd on 8th February 2024; and
Unicorn House 1 Ltd on 1st March 2024.

Page 28

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Subsidiary undertakings (continued)

The aggregate of the share capital and reserves as at 31 December 2023 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£
£

Mawney 1 Ltd
1
-

Brucie Bonus 1 Ltd
1
-

Marcham 1 Ltd
1
-

Abbey Lodge 1 Ltd
1
-

The Moorings 1 Ltd
2
-

Unicorn House 1 Ltd
1
-

Trecastle 1 Ltd
1
-

Vicars Court 1 Ltd
1
-

Marion 1 Ltd
-
-

Hagbourne 1 Ltd
1
-

Birkmyre 1 Ltd
1
-

CTSC 1 Ltd (formerly named Sandwich Road Ltd)
1
-


Associates


The following were associates of the Company:


Name

Registered office

Class of shares

Holding

Bespoke Care and Support Ltd
The Ings & Woodways Park Street, Wombwell, Barnsley, England, S73 0HQ
Ordinary
50%
Prime Calibre Care
PO Box SUITE 158, 176 South Street, Suite 158, Romford, United Kingdom, RM1 1BW
Ordinary
50%

Page 29

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Stocks

2023
2022
£
£

Development costs
206,925
373,162

Property purchases
382,839
382,839

589,764
756,001


The carrying value of stocks are stated net of impairment losses totalling £254,625 (2022 - £nil). Impairment losses totalling £254,625 (2022 - £nil) were recognised in profit and loss.

14.


Debtors

2023
2022
£
£

Due after more than one year

Amounts owed by group undertakings
630,116
-

Amounts owed by joint ventures and associated undertakings
-
537,116


2023
2022
£
£

Due within one year

Amounts owed by group undertakings
406,074
2,893,447

Amounts owed by related undertakings
-
5,869,468

Other debtors
126,238
535,000

Prepayments and accrued income
174,232
1,720,059

706,544
11,017,974


The amounts due from related undertakings is stated net of an impairment provision of £13,164,713 (2022: £4,250,000), the impairment is recognised within administration expenses.
The amounts owed by group undertakings are stated net of an impairment provision of £378,290 (2022: £nil).

Page 30

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

15.


Creditors: amounts falling due within one year

2023
2022
£
£

Loan notes
15,895,476
15,744,473

Trade creditors
108,024
59,354

Amounts owed to group undertakings
150,008
-

Amounts owed to joint ventures
10,000
-

Corporation tax
25,878
25,878

Other taxation and social security
5,532
-

Accruals and deferred income
1,885,892
1,736,552

18,080,810
17,566,257


The Company has issued Series 2 Tranche 2 Loan notes due December 2023 to the value of £15,000,000 as part of the secured Note Programme which is capped at £500,000,000. The loan notes bear interest at 8% per annum. Inflation premium of £895,476 (2022: £895,476) and unamortised arrangement fees of £nil (2022: £151,003) are included within the loan notes balance.


16.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



50,000 (2022 - 50,000) Ordinary shares of £1.00 each
50,000
50,000



17.


Reserves

Profit and loss account

This reserve relates to the cumulative retained earnings less amounts distributed to shareholders.

18.


Analysis of net debt





At 1 January 2023
Cash flows
Other non-cash changes
At 31 December 2023
£

£

£

£

Cash at bank and in hand

1,677,191

(1,670,069)

-

7,122

Debt due within 1 year

(15,744,473)

-

(151,003)

(15,895,476)


(14,067,282)
(1,670,069)
(151,003)
(15,888,354)

Page 31

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

19.


Contingent liabilities

The Company registered a charge on 22 December 2018 between the Company and Truva Services Limited in relation to the £500 million (maximum) Secured Note Programme. The Company has agreed to pay all monies and liabilities that arise in relation to the Secured Note Programme under the deed of charge. The Company has issued a first fixed charge over all property of the Company and a floating charge over all monies of the Company (which can be converted to a fixed charge on demand).

20.
Related party transactions

See note 21 for details of the directors loan.
Safe as Houses Limited is a related party by virtue of common shareholders and directors. During the year, the Company paid fees to Safe as Houses Limited amounting to £1,771,045 (2022: £3,535,433) relating to development and development management fees.
The Company also loaned funds to Safe as Houses Limited of £4,816,290 (2022: £10,119,468). During the year an impairment provision of £10,740,074 (2022: £4,250,000) was recognised in respect of this balance. The balance at the year end, excluding interest, was £Nil (2022: £5,869,468). Interest was earned on this loan at an interest rate of 8.5% amounting to £524,304 (2022: £633,783). However, as the amount is not deemed recoverable, an impairment provision has been recognised.
The transactions in the year and the loan balances outstanding from subsidiary companies at year end are as follows:




Relationship

Transaction

Amount
Amount due (to)/from related parties




2023
 
2022 
2023 
2022 




£
 
£ 
£ 
£ 



Subsidiary companies
Loans advanced
and management
fees charged
1,216,817
14,717,437
1,036,183
2,893,557


Loans repaid
(2,963,617)
(13,411,077)
-
-



Impairment provision
(378,290)
-
-
-


The Company entered into a strategic arrangement during 2020 with Bespoke Care and Support Limited (BCS), whereby the Company advanced loans to fund BCS’s initial set-up and operating costs at interest rates of 15% per annum for amounts up to £500,000 and 8% per annum for amounts over £500,000 and under £1,000,000, and took a 50% equity share in BCS for consideration of £10. Loans of £Nil (2022: £Nil) were advanced during the year and amounts repaid of £798,444 (2022: £650,000). The outstanding balance at year end was £Nil (2022: £537,126). Interest earned on this loan in the year amounted to £30,246 (2022: £103,967) and £nil (2022: £232,398) was outstanding at the year end and is included in accrued income. 

The Company has loaned funds to the Lotus Corporation, a company with mutual directors and shareholders. Interest of £2,000 (2022: £2,000) was earnt during the year. The interest rate was 8%. At the year-end £25,000 was receivable (2022: £25,000) in loan amounts and £Nil (2022: £6,870) in accrued interest from the company as the interest amount was deemed irrecoverable.
There are no key management personnel other than the directors, whose remuneration is disclosed in note 6.
Page 32

 

SAFE AS HOUSES INVESTMENT PLC

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

21.


Transactions with directors

At the year end, £150,000 (2022: £150,000) was owed to the Company by D I Ritchie, a director. Interest was earned on this loan at an interest rate of 8% amounting to £12,000 (2022: £12,000) and £77,600 (2022: £65,600) was outstanding at the year end and is included in accrued income. This loan is repayable on demand. The maximum balance outstanding during the year was £150,000 (2022: £150,000). An impairment provision of £50,970 (2022: £nil) has been recognised during the year. All other amounts were repaid subsequent to the year end. 


22.


Controlling party

The controlling parties are David Ashton and Amity Partnership Holdings Limited by virtue of ownership of shares with 75% or more control over the trustees of the trust that is the majority shareholder.

 
Page 33