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Registered number:
FOR THE PERIOD ENDED 31 DECEMBER 2024
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COMPANY INFORMATION
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CONTENTS
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STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2024
Cedarstone Capital Partners (CCP) is a property asset management business established in September 2023. This report provides an overview of the business's performance, strategy, and future outlook for the period ending 31 December 2024, in accordance with UK statutory requirements. It includes key financial data, market insights, performance analysis, and an overview of the company's strategy and objectives moving forward.
Principal Activities The principal activity of the company is advising investors on formulating and executing planning and development strategies in the UK real estate sector. It operates under asset management agreements and works with landlords, professional advisers and developers to enhance the planning permission and provide a viable scheme for development. Since its inception in September 2023 CCP has been appointed to work on five residential and mixed-use schemes.
Financial Performance
For the 15 months ended 31 December 2024, the company delivered a solid performance despite being a new entrant to the real estate market. The following key financial highlights are provided below: • Turnover: £1.9 million • Operating Profit: £1.1 million • Profit Before Tax (PBT): £1.1 million • Net Profit: £0.8 million • Total Assets: £0.8 million Revenue in the period was primarily driven by one-off origination fees earned on sourcing and executing transactions. These transactions will generate future income for the company through receipt of monthly / quarterly management fees. The company has not declared a dividend as profits will be retained to reinvest in the growth of the business.
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STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
The company operates in a dynamic and evolving market environment, with various risks that could affect performance. The principal risks include:
• Planning Risk: The UK planning environment is fast-moving and complex, stemming from a multifaceted regulatory framework that includes national policies, local development plans, and a range of planning regulations that vary by region. This can result in protracted negotiations with local authorities, stakeholders, and communities, which can result in delays or modifications to proposed projects. Additionally, changes in national or local planning policies, such as housing quotas or affordability criteria, can further impact planning decisions and scale of levies applied. The company works with planning consultants, local communities and experts on national and regional government policy to submit applications in line with the requirements relevant for specific locations and asset types. • Market Risk: Fluctuating demand in certain property sectors, particularly in residential real estate, could affect exit values and thus viability of schemes. The company has diversified its portfolio to manage sector-specific risks. • Regulatory Risk: Changes in property-related legislation and tax policies could affect the cost structure of property ownership and development. The company maintains a close relationship with professional advisors to ensure full compliance with regulations for both itself and the schemes it is working on. • Environmental and Sustainability Risk: Increasing focus on sustainability and carbon reduction may result in additional development costs to invest in energy-efficient systems and compliance with stricter environmental regulations. While the direct impact of this on the company is limited it may impact the viability of schemes. • Economic Risk: Economic downturns, inflation, and interest rate fluctuations can impact rental yields, property values, and operational costs. The company actively monitors macroeconomic conditions and adjusts its strategy accordingly.
The following KPIs are used to assess the performance of the business:
• Fee revenue: £1.9m • EBITDA: £1.1m • Number of schemes executed in financial period: 5 • Number of live transactions: 5 The completion of five transactions in 15 months demonstrates the effectiveness of the company's strategy.
The directors are responsible for preparing the annual report and financial statements in accordance with applicable law and regulations. They confirm that, to the best of their knowledge, the financial statements have been prepared in accordance with Financial Reporting Standard 102 and give a true and fair view of the assets, liabilities, financial position, and profit of the company. The directors also confirm that the annual report includes a fair review of the business, key risks, and uncertainties facing the company.
The directors have reviewed the company's internal controls, risk management processes, and compliance with applicable laws and regulations, and are satisfied that appropriate mechanisms are in place. The business continues to operate in a highly competitive market, and the directors believe the company’s strategy is well-positioned for future growth despite external challenges.
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STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
Growth and Diversification
• Continue to expand and diversify the portfolio, with a focus on high-demand sectors such as housing, co-living and purpose-built student accommodation. • Assess viability of diversifying fee income streams through establishing development or operational strategies. • Broaden client base and strengthen relationships with third party investors. • Grow team to enable the company to fulfil deployment of its committed equity and ensure high-quality reporting on all its schemes. Sustainability and Environmental Focus • Ensure schemes include renewable energy solutions and energy-efficient technologies to reduce carbon footprint. Operational Efficiency • Continue to work on a reporting framework which can be used across the portfolio to reduce time spent on preparing monthly reports and improve immediacy of access to reporting for stakeholders. • Invest in advanced management systems and technologies to enhance operational efficiency, reduce costs, and improve reporting to stakeholders. Looking ahead to 2025 and beyond, the company will continue to focus on long-term sustainable growth, with an emphasis on expanding its portfolio and diversifying the investor base for new schemes. The company remains committed to delivering value to shareholders while adapting to changing market conditions and regulatory landscapes.
This report was approved by the board and signed on its behalf.
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DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2024
The directors present their report and the financial statements for the period ended 31 December 2024.
The directors who served during the period were:
The profit for the period, after taxation, amounted to £805,625.
The results for the period are set out on page 10.
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙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 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
There have been no significant events affecting the Company since the year end.
The auditors, TC Group, will 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.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CEDARSTONE CAPITAL PARTNERS LIMITED
We have audited the financial statements of Cedarstone Capital Partners Limited (the 'Company') for the period ended 31 December 2024, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, 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 Company's affairs as at 31 December 2024 and of its profit for the period then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CEDARSTONE CAPITAL PARTNERS LIMITED (CONTINUED)
The other information comprises the information in the strategic report and the report of the directors, but does not include the financial statements and our report of the auditors thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.
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.
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CEDARSTONE CAPITAL PARTNERS LIMITED (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Extent to which the audit was considered capable of detecting irregularities, including fraud The objectives of our audit, in respect to fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and its management. Our approach was as follows:
∙We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussion with the directors and other management (as required by auditing standards), and discussed with the directors and other management the policies and procedures regarding compliance with laws and regulations;
∙We considered the legal and regulatory frameworks directly applicable to the financial statements reporting framework (FRS 102 and the Companies Act 2006) and the relevant tax compliance regulations in the UK;
∙We considered the nature of the industry, the control environment and business performance, including the key drivers for management’s remuneration;
∙We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit;
∙We considered the procedures and controls that the company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors those programmes and controls.
Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error. Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all 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 Auditors' Report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CEDARSTONE CAPITAL PARTNERS LIMITED (CONTINUED)
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Office: Croydon - TC SWP
3rd Floor, Suffolk House
George Street
Croydon
CR0 0YN
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STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 DECEMBER 2024
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STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 13 to 21 form part of these financial statements.
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STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
Cedarstone Capital Partners Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Duo Level 6, 280 Bishopsgate, London, United Kingdom, EC2M 4RB.
The principal activity of the Company is the provision of management services. The Company was incorporated on 25 September 2023. These accounts have been prepared for the period 25 September 2023 to 31 December 2024. The Company's functional and presentational currency is £ Sterling, rounded to the nearest pound.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
• the requirements of Section 7 Statement of Cash Flows; • the requirements of Section 11 Financial Instruments paragraphs 11.41(b), 11.41(c), 11.41(e), 11.41(f), 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); • the requirements of Section 33 Related Party Disclosures paragraph 33.7. The results of Cedarstone Capital Partners Limited are included in the consolidated financial statements of GFH Partners Limited which are available from its registered office Precinct 3 4th Floor, Unit 401 Level 4, Gate Precinct Building 3, Difc, Dubai, United Arab Emirates.
The financial statements have been prepared on a going concern basis. The directors believe that this basis is appropriate. In addition to the positive reserves, the directors have reviewed the cash flow and projected income and expenses over the next 12 months from the date of this report and deem the Company has adequate financial resoruces to continue its operations and meet its obligations.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The Company contributes to a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
The company assesses whether there is objective evidence that a debtor or group of debtors is impaired at the end of each reporting period. If there is an indication of impairment, the carrying amount of the receivable is adjusted to reflect the estimated recoverable amount. Indications of impairment taken into consideration are unpaid debts over 90 days old, creditworthiness of individual debtors, historical collection experience and any relevant external indicators.
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans to related parties and investments in ordinary shares.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. Due to the straightforward nature of the business, the directors do not consider there to have been any key accounting estimates used or critical judgments or assumptions made in applying the company’s accounting policies that would have a material impact on the financial statements.
Analysis of turnover by country of destination:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
9.Taxation (continued)
There were no factors that may affect future tax charges.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
Upon incorporation on 25 September 2023, 100 Ordinary shares of £1 each, fully paid. The shares have attached to them full rights to voting, dividends and capital distributions (including on winding up).
Profit and loss account
The Company contributes to a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £22,000. Contributions totaling £3,300 were payable to the fund at the reporting date and are included in creditors.
The ultimate parent and controlling company is GFH Financial Group BSC. Their registered address is Harbor House, 2nd Floor, PO Box 10006, Manama, Kingdom of Bahrain.
Cedarstone Capital Partners Limited is a subsidiary of GFH Partners Limited. its registered office is Precinct 3 4th Floor, Unit 401 Level 4, Gate Precinct Building 3, DIFC, Dubai, United Arab Emirates.
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