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Registration number: 11599428

Peter Rinn Holdings Limited

Annual Report and Consolidated Financial Statements

for the Year Ended 31 December 2024

 

Peter Rinn Holdings Limited

Contents

Company Information

1

Strategic Report

2

Director's Report

3 to 4

Statement of Director's Responsibilities

5

Independent Auditor's Report

6 to 9

Consolidated Profit and Loss Account

10

Consolidated Statement of Comprehensive Income

11

Consolidated Balance Sheet

12

Balance Sheet

13

Consolidated Statement of Changes in Equity

14

Statement of Changes in Equity

15

Consolidated Statement of Cash Flows

16

Notes to the Financial Statements

17 to 36

 

Peter Rinn Holdings Limited

Company Information

Director

P C Rinn

Registered office

West House
Armstrong Way
Yate
Bristol
United Kingdom
BS37 5NG

Auditors

ML Audit LLP
Statutory Auditors
Freshford House
Redcliffe Way
Bristol
BS1 6NL

 

Peter Rinn Holdings Limited

Strategic Report for the Year Ended 31 December 2024

The director presents his strategic report for the year ended 31 December 2024.

Principal activity

The principal activity of the company is that of a holding company.

The principal activity of the group is house building.

Fair review of the business

In the year ended 31st December 2024 both turnover and net profit after tax have decreased versus 2023, driven by a reduction in the volume of homes delivered in the year. Legal completions during the year were predominantly from one site, the final phase of Chipping Sodbury development, due to the timings of other sites finishing and replacement sites starting. These new sites will deliver in 2025.

The group continues to enjoy the support of its funding providers who have indicated that this will continue in the foreseeable future.

The group has continued its strategy of sourcing development opportunities situated within one hour of the group's headquarters whilst also focusing more heavily on town and city sites.

Current projects in progress will carry the group through 2025 and beyond. Quality of finish continues to be the factor that distinguishes the group from its competitors.

The group's key financial and other performance indicators during the year were as follows:

Financial KPIs

Unit

2024

2023

Turnover

£

22,590,040

32,048,955

Gross profit margin

%

23

19

Net profit after tax

£

1,570,487

2,055,267

Principal risks and uncertainties

As a housebuilder, the Group is exposed to the uncertainties of the UK economy, including fluctuating interest rates, inflationary pressures and geopolitical events that may impact consumer confidence and the overall housing market. We mitigate these risks by maintaining a diverse land portfolio and a flexible business model. We will continue to monitor market conditions closely and adapt to any changes in the economic landscape.

Approved and authorised by the director on 8 May 2025
 

.........................................
P C Rinn
Director

 

Peter Rinn Holdings Limited

Director's Report for the Year Ended 31 December 2024

The director presents his report and the for the year ended 31 December 2024.

Director of the group

The director who held office during the year was as follows:

P C Rinn

Results and dividends

The results for the year are set out on page 9.

The director considers these results satisfactory and considers the underlying financial position of the group to be sufficient for planned future activities.

During the year, the company paid ordinary dividends amounting to £230,000 (2023 - £300,000). The director does not recommend payment of a final dividend (2023 - £Nil).

Financial instruments

The group has procedures to identify risk and protect and manage the group from events that may hinder its financial performance objectives. The objectives aim to limit counterparty exposure, ensure sufficient working capital exists and monitor and manage risk. Management do not consider it necessary to employ derivatives such as forward currency contracts to manage risk based on the current activities of the group.

Objectives and policies

The group is exposed to price risk, credit risk, liquidity and cash flow risk. Appropriate policies have been developed and implemented to identify, evaluate and manage key risks and the director reviews the risk management strategies regularly.

Price risk, credit risk, liquidity risk and cash flow risk

Price risk - the group is exposed to price risk as a result of its operations. However, sales prices are constantly reviewed and agreed by management to ensure they reflect any fluctuations within the market place.

Credit risk - before sales are made, detailed credit checks are performed on potential customers, which sufficently mitigates the groups exposure to this risk.

Liquidity and cash flow risk - the group has minimal exposure to liquidity risk and tightly monitors and controls its cash flow.

Interest rate risk - the group seeks to agree fixed term borrowings to fund individual projects, helping protect itself from significant increases in interest rates.

Future developments

The director is not currently contemplating any changes in the way the group and company operates and will continue to source local development opportunities.

Disclosure of information to the auditor

The director has taken steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditor is aware of that information. The director confirms that there is no relevant information that he knows of and of which he knows the auditor is unaware.

 

Peter Rinn Holdings Limited

Director's Report for the Year Ended 31 December 2024

Approved by the director on 8 May 2025 and signed on its behalf by:

P C Rinn
Director

   
     
 

Peter Rinn Holdings Limited

Statement of Director's Responsibilities

The director acknowledges his responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the group and the company and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to:

select suitable accounting policies and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the company and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

Peter Rinn Holdings Limited

Independent Auditor's Report to the Members of Peter Rinn Holdings Limited

Opinion

We have audited the financial statements of Peter Rinn Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, and Notes to the Financial Statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2024 and of the group's profit for the year then ended;

have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's 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 were authorised for issue.

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

Other information

The director is responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

 

Peter Rinn Holdings Limited

Independent Auditor's Report to the Members of Peter Rinn Holdings Limited

We have nothing to report in this regard.

Opinion on other matter 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 Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Director's Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the group and parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Director's Report.

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

adequate accounting records have not been kept by the parent company and group, or returns adequate for our audit have not been received from branches not visited by us; or

the parent company and group financial statements are not in agreement with the accounting records and returns; or

certain disclosures of director's remuneration specified by law are not made; or

we have not received all the information and explanations we require for our audit.

Responsibilities of the director

As explained more fully in the Statement of Director's Responsibilities set out on page 5, the director is 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 director determines 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 director is responsible for assessing the group’s and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor 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:

In planning and designing our audit tests, we identify and assess the risks of material mis-statements, whether due to fraud or error. Our assessment of these risks includes the following:

 

Peter Rinn Holdings Limited

Independent Auditor's Report to the Members of Peter Rinn Holdings Limited

the nature of the industry and sector, control environment and business performance including the key drivers for directors’ remuneration, bonus levels and performance targets;

results of our enquiries of management about their own identification and assessment of the risks of irregularities;

any matters we identified having made enquiries of management about their policies and procedures relating to:

 

identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of noncompliance;

 

detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

 

the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory frameworks that the group operates in, through discussions with the director, and from our commercial knowledge and experience of the sector in which the group and the parent company operates, to enable us to identify the key laws and regulations applicable to the group and the parent company. We focused on specific laws and regulations which we considered may have a direct material effect on the financial statement or the operations of the group and the parent company, including the Companies Act 2006, taxation legislation, data protection, anti-bribery, employment, environmental and health and safety legislation.

As a result of performing the above, our procedures to respond to the risks identified included the following:

reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

enquiring of management concerning actual and potential litigation and claims;

reviewing correspondence with HMRC, and the group's legal advisors;

performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

obtained an understanding of provisions and held discussions with management to understand the basis of recognition or non-recognition of tax provisions; and

in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or noncompliance with laws and regulations throughout the audit.

 

Peter Rinn Holdings Limited

Independent Auditor's Report to the Members of Peter Rinn Holdings Limited

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. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the director 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 involved deliberate concealment or collusion.

Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

......................................
Guy Armitage-Norton (Senior Statutory Auditor)
For and on behalf of ML Audit LLP, Statutory Auditor

Freshford House
Redcliffe Way
Bristol
BS1 6NL

9 June 2025

 

Peter Rinn Holdings Limited

Consolidated Profit and Loss Account for the Year Ended 31 December 2024

Note

2024
£

2023
£

Turnover

3

22,590,040

32,048,955

Cost of sales

 

(17,090,576)

(25,938,002)

Gross profit

 

5,499,464

6,110,953

Administrative expenses

 

(2,676,825)

(2,685,772)

Other operating income

900

781

Operating profit

4

2,823,539

3,425,962

Other interest receivable and similar income

5

58,796

15,549

Interest payable and similar expenses

6

(822,074)

(799,517)

   

(763,278)

(783,968)

Share of (loss)/profit of joint ventures

 

(18,545)

1,306

Profit before tax

 

2,041,716

2,643,300

Tax on profit

10

(471,229)

(588,033)

Profit for the financial year

 

1,570,487

2,055,267

Profit attributable to:

 

Owners of the company

 

1,313,135

1,639,731

Minority interests

 

257,352

415,536

 

1,570,487

2,055,267

The group has no recognised gains or losses for the year other than the results above.

 

Peter Rinn Holdings Limited

Consolidated Statement of Comprehensive Income for the Year Ended 31 December 2024

2024
£

2023
£

Profit for the year

1,570,487

2,055,267

Exchange differences on retranslation of subsidiary undertakings

-

(64,744)

Total comprehensive income for the year

1,570,487

1,990,523

Total comprehensive income attributable to:

Owners of the company

1,313,135

1,574,987

Minority interests

257,352

415,536

1,570,487

1,990,523

 

Peter Rinn Holdings Limited

(Registration number: 11599428)
Consolidated Balance Sheet as at 31 December 2024

Note

2024
£

2023
£

Fixed assets

 

Tangible assets

11

758,542

699,405

Investment property

12

-

472,695

Investments

13

270,433

288,978

 

1,028,975

1,461,078

Current assets

 

Stocks

14

29,530,793

21,026,734

Debtors

15

764,664

585,416

Cash at bank and in hand

16

8,154,933

7,777,788

 

38,450,390

29,389,938

Creditors: Amounts falling due within one year

17

(16,911,643)

(9,560,704)

Net current assets

 

21,538,747

19,829,234

Total assets less current liabilities

 

22,567,722

21,290,312

Provisions for liabilities

18

(25,576)

(8,653)

Net assets

 

22,542,146

21,281,659

Capital and reserves

 

Called up share capital

20

5

5

Share premium reserve

21

5,774,998

5,774,998

Foreign currency translation reserve

21

(62,580)

(62,580)

Other reserves

21

(3,621,376)

(3,621,376)

Profit and loss account

21

17,631,467

16,548,332

Equity attributable to owners of the company

21

19,722,514

18,639,379

Minority interests

 

2,819,632

2,642,280

Total equity

 

22,542,146

21,281,659

Approved and authorised by the director on 8 May 2025
 

P C Rinn
Director

   
     
 

Peter Rinn Holdings Limited

(Registration number: 11599428)
Balance Sheet as at 31 December 2024

Note

2024
£

2023
£

Fixed assets

 

Tangible assets

11

4,471

6,706

Investment property

12

-

472,695

Investments

13

13,213,598

13,232,143

 

13,218,069

13,711,544

Current assets

 

Stocks

14

1,025,230

1,025,230

Debtors

15

111,968

2,691,127

Cash at bank and in hand

16

2,857,587

697,277

 

3,994,785

4,413,634

Creditors: Amounts falling due within one year

17

(140,384)

(1,108,142)

Net current assets

 

3,854,401

3,305,492

Net assets

 

17,072,470

17,017,036

Capital and reserves

 

Called up share capital

20

5

5

Share premium reserve

21

5,774,998

5,774,998

Profit and loss account

21

11,297,467

11,242,033

Total equity

 

17,072,470

17,017,036

The company made a profit after tax for the financial year of £285,434 (2023 - loss of £4,101,253).

Approved and authorised by the director on 8 May 2025
 

P C Rinn
Director

   
     
 

Peter Rinn Holdings Limited

Consolidated Statement of Changes in Equity for the Year Ended 31 December 2024
Equity attributable to the parent company

Share capital
£

Share premium
£

Foreign currency translation
£

Other reserves
£

Profit and loss account
£

Total
£

Non- controlling interests
£

Total equity
£

At 1 January 2024

5

5,774,998

(62,580)

(3,621,376)

16,548,332

18,639,379

2,642,280

21,281,659

Profit for the year

-

-

-

-

1,313,135

1,313,135

257,352

1,570,487

Dividends

-

-

-

-

(230,000)

(230,000)

(80,000)

(310,000)

At 31 December 2024

5

5,774,998

(62,580)

(3,621,376)

17,631,467

19,722,514

2,819,632

22,542,146


 

Share capital
£

Share premium
£

Foreign currency translation
£

Merger relief reserve
£

Other reserves
£

Profit and loss account
£

Total
£

Non- controlling interests
£

Total equity
£

At 1 January 2023

5

5,774,998

2,164

7,831,113

(11,452,489)

15,208,601

17,364,392

2,226,744

19,591,136

Profit for the year

-

-

-

-

-

1,639,731

1,639,731

415,536

2,055,267

Other comprehensive income

-

-

(64,744)

-

-

-

(64,744)

-

(64,744)

Total comprehensive income

-

-

(64,744)

-

-

1,639,731

1,574,987

415,536

1,990,523

Dividends

-

-

-

-

-

(300,000)

(300,000)

-

(300,000)

Transfers

-

-

-

(7,831,113)

7,831,113

-

-

-

-

At 31 December 2023

5

5,774,998

(62,580)

-

(3,621,376)

16,548,332

18,639,379

2,642,280

21,281,659

 

Peter Rinn Holdings Limited

Statement of Changes in Equity for the Year Ended 31 December 2024

Share capital
£

Share premium
£

Retained earnings
£

Total
£

At 1 January 2024

5

5,774,998

11,242,033

17,017,036

Profit for the year

-

-

285,434

285,434

Dividends

-

-

(230,000)

(230,000)

At 31 December 2024

5

5,774,998

11,297,467

17,072,470

Share capital
£

Share premium
£

Merger relief reserve
£

Retained earnings
£

Total
£

At 1 January 2023

5

5,774,998

7,831,113

7,812,173

21,418,289

Loss for the year

-

-

-

(4,101,253)

(4,101,253)

Other comprehensive income

-

-

-

7,831,113

7,831,113

Total comprehensive income

-

-

-

3,729,860

3,729,860

Dividends

-

-

-

(300,000)

(300,000)

Transfers

-

-

(7,831,113)

-

(7,831,113)

At 31 December 2023

5

5,774,998

-

11,242,033

17,017,036

 

Peter Rinn Holdings Limited

Consolidated Statement of Cash Flows for the Year Ended 31 December 2024

Note

2024
£

2023
£

Cash flows from operating activities

Profit for the year

 

1,570,487

2,055,267

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

4

117,514

109,291

Profit on disposal of tangible assets

(89,076)

-

Finance income

5

(58,796)

(15,549)

Finance costs

6

822,074

799,517

Share of profit/loss of joint ventures

 

18,545

(1,306)

Income tax expense

10

471,229

588,033

 

2,851,977

3,535,253

Working capital adjustments

 

(Increase)/decrease in stocks

14

(8,504,059)

3,057,910

Increase in trade debtors

15

(179,248)

(19,876)

Decrease in trade creditors

17

(829,563)

(178,793)

Cash (used in)/generated from operations

 

(6,660,893)

6,394,494

Income taxes paid

10

(597,056)

(749,834)

Net cash flow from operating activities

 

(7,257,949)

5,644,660

Cash flows from investing activities

 

Interest received

58,796

15,549

Acquisitions of tangible assets

(191,309)

(91,529)

Proceeds from sale of tangible assets

 

73,135

-

Proceeds from sale of investment properties

 

503,294

-

Net cash flows from investing activities

 

443,916

(75,980)

Cash flows from financing activities

 

Interest paid

6

(822,074)

(799,517)

Net (repayment)/drawdown of bank borrowings

 

8,323,252

(6,280,990)

Payments to finance lease creditors

 

-

(11,961)

Dividends paid

(310,000)

(300,000)

Net cash flows from financing activities

 

7,191,178

(7,392,468)

Net increase/(decrease) in cash and cash equivalents

 

377,145

(1,823,788)

Cash and cash equivalents at 1 January

25

7,777,788

9,666,320

Effect of exchange rate fluctuations on cash held

 

-

(64,744)

Cash and cash equivalents at 31 December

 

8,154,933

7,777,788

The company is a qualifying entity for the purposes of FRS 102 and have elected to have exemption under FRS 102 paragraph 1.12(b) not to present the Company Statement of Cash Flows.

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
West House
Armstrong Way
Yate
Bristol
United Kingdom
BS37 5NG

These financial statements were authorised for issue by the director on 8 May 2025.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

Basis of preparation

These financial statements have been prepared using the historical cost convention.

The financial statements are prepared in sterling, which is the functional currency of the company, and rounded to the nearest £.

Summary of disclosure exemptions

No Profit and Loss Account is presented for the company as permitted by section 408 of the Companies Act 2006. The company made a profit after tax for the financial year of 285,434 (2023 - loss of £4,101,253).

The company has taken advantage of the reduced disclosure exemptions in FRS 102 and has not presented a cash flow statement or key management remuneration for the parent company.

Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2024.

Merger accounting was adopted for the year ended 31 December 2019 to account for the group reconstruction of Cotswold Homes Limited and Linmur Limited.

Under the group reconstruction, Peter Rinn Holdings Limited acquired the entire share capital of Linmur Limited, a sister company with the same ownership, in exchange for shares in Peter Rinn Holdings Limited in the same proportion to the existing shareholdings in that company.

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

On the same day, Peter Rinn Holdings Limited acquired 37% of the share capital in Cotswold Homes Limited in exchange for shares in Peter Rinn Holdings Limited and Linmur Limited distributed its interest in the shares of Cotswold Homes Limited and a loan receivable from Cotswold Homes Limited to Peter Rinn Holdings Limited. Following the distribution, the loan receivable from Cotswold Homes Limited was exchanged for shares in Peter Rinn Holdings Limited.

The result of these transactions is a merger of all entities previously under common control with the ultimate controlling party and the equity interest of the owners remaining the same.

Where merger accounting has been used, the acquired entities' assets and liabilities are not adjusted to fair value so no new goodwill arises and the entities' assets and liabilities are brought in at the amounts at which the entities recorded them in their books before the combination.

The differences between the nominal value of the shares issued plus the fair value of any other consideration given and the nominal of the share received in exchange is shown as a movement in other reserves.

Any existing balances on share premium account of the new subsidiary are brought in against other reserves.

Following the original group reconstruction detailed above, the purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

Entities which the group holds an interest and which are jointly controlled by the group and one or more ventures under a contractual agreement are treated as joint ventures. In the group financial statements, joint ventures are accounted for using the equity method.

In the parent company financial statements, investments in subsidiaries and joint ventures and accounted for at cost less impairment.
 

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

On the same day, Peter Rinn Holdings Limited acquired 37% of the share capital in Cotswold Homes Limited in exchange for shares in Peter Rinn Holdings Limited and Linmur Limited distributed its interest in the shares of Cotswold Homes Limited and a loan receivable from Cotswold Homes Limited to Peter Rinn Holdings Limited. Following the distribution, the loan receivable from Cotswold Homes Limited was exchanged for shares in Peter Rinn Holdings Limited.

The result of these transactions is a merger of all entities previously under common control with the ultimate controlling party and the equity interest of the owners remaining the same.

Where merger accounting has been used, the acquired entities' assets and liabilities are not adjusted to fair value so no new goodwill arises and the entities' assets and liabilities are brought in at the amounts at which the entities recorded them in their books before the combination.

The differences between the nominal value of the shares issued plus the fair value of any other consideration given and the nominal of the share received in exchange is shown as a movement in other reserves.

Any existing balances on share premium account of the new subsidiary are brought in against other reserves.

Following the original group reconstruction detailed above, the purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

Entities which the group holds an interest and which are jointly controlled by the group and one or more ventures under a contractual agreement are treated as joint ventures. In the group financial statements, joint ventures are accounted for using the equity method.

In the parent company financial statements, investments in subsidiaries and joint ventures and accounted for at cost less impairment.
 

Going concern

At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue operating for the forseeable future. The director has reviewed and stress tested budgets and projections for the next twelve months. From this review, the director considers that the group will continue to trade for the next twleve months and thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

Key sources of estimation uncertainty

In the application of the group's accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount 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 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.

During the year management have made an estimate for work in progress. The basis for this estimate is formed from considering expected total costs, expected total sales and the percentage completion of sites in progress. An estimate is then made which is based on on the lower of cost and net realisable value. The carrying amount is £29,530,793 (2023 - £21,026,734).

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the construction and subsequent sale of residential properties In the ordinary course of the group's activities. Turnover is shown net of value added tax, returns, rebates and discounts.

The group recognises revenue when:
- the amount of revenue can be reliably measured;
- it is probable that future economic benefits will flow to the entity; and
- specific criteria have been met for each of the group's activities.

Where the outcome of a long term contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the balance sheet date. This is normally measured by surveys of work performed to date.

Rental income has been recognised on an accruals basis in line with the overall revenue recognition policy.

Finance income and costs policy

Interest income and expenses are recognised using the effective interest rate method.

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except for items previously as other comprehensive income, for which tax is recognised in the statement of other comprehensive income.

The current tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.

Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Current or deferred taxation assets and liabilities are not discounted.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Long leasehold land and buildings

30 years straight line

Furniture, fittings and equipment

10-25% straight line

Plant and machinery

20% straight line

Motor vehicles

10-25% straight line

Investment property

Investment property is carried at fair value, derived from the current market prices for comparable real estate determined annually by external valuers. The valuers use observable market prices, adjusted if necessary for any difference in the nature, location or condition of the specific asset. Changes in fair value are recognised in profit or loss.

Investments

Investment in subsidiaries are measured at cost less impairment.

Investments in joint ventures are recognised initially in the consolidated statement of financial position at cost (including transaction costs). Subsequently, they are accounted for using the equity method.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Trade debtors

Trade debtors are amounts due from customers for goods sold in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables.

Stocks

The cost of work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, work in progress is assessed for impairment. If work in progress is impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss. Land is recognised in stock when the significant risks and rewards of ownership have been transferred to the group.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged on a straight-line basis over the period of the lease.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the group’s shareholders is recognised in the reporting period in which the dividends are declared.

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Financial instruments

Recognition and measurement
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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.

 Impairment
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date. Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate.

The impairment loss is recognised in profit or loss. 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.

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

3

Turnover

The analysis of the group's turnover for the year from continuing operations is as follows:

2024
£

2023
£

Sale of residential properties

22,584,880

32,024,144

Rental income from investment property

5,160

24,811

22,590,040

32,048,955

The analysis of the group's Turnover for the year by market is as follows:

2024
£

2023
£

UK

22,590,040

32,039,939

Europe

-

9,016

22,590,040

32,048,955

4

Operating profit

Arrived at after charging/(crediting):

2024
£

2023
£

Depreciation expense

117,514

109,291

Operating lease expense - plant and machinery

87,851

82,974

Profit on disposal of property, plant and equipment

(89,076)

-

5

Other interest receivable and similar income

2024
£

2023
£

Interest income on bank deposits

58,796

15,549

6

Interest payable and similar expenses

2024
£

2023
£

Interest on bank overdrafts and borrowings

822,074

798,730

Interest expense on other finance liabilities

-

787

822,074

799,517

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

7

Staff costs

The aggregate payroll costs (including director's remuneration) were as follows:

2024
£

2023
£

Wages and salaries

2,068,092

1,784,370

Social security costs

240,557

287,280

Pension costs, defined contribution scheme

108,350

62,735

2,416,999

2,134,385

The average number of persons employed by the group (including the director) during the year, analysed by category was as follows:

2024
No.

2023
No.

Administration and support

23

18

Management

6

6

29

24

There were no employees within the parent company in the current or comparative year.

8

Director's remuneration

The director's remuneration for the year was as follows:

2024
£

2023
£

Remuneration

134,637

162,389

9

Auditors' remuneration

2024
£

2023
£

Audit of these financial statements

5,000

2,875

Audit of the financial statements of subsidiaries of the company pursuant to legislation

15,000

30,579

20,000

33,454


 

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

10

Taxation

Tax charged in the income statement:

2024
£

2023
£

Current taxation

UK corporation tax

455,116

663,271

UK corporation tax adjustment to prior periods

(810)

(65,897)

454,306

597,374

Deferred taxation

Arising from origination and reversal of timing differences

16,923

(9,341)

Tax expense in the income statement

471,229

588,033

The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK (2023 - lower than the standard rate of corporation tax in the UK) of 25% (2023 - 23.52%).

The differences are reconciled below:

2024
£

2023
£

Profit before tax

2,041,716

2,643,300

Corporation tax at standard rate

510,429

621,704

Decrease in UK and foreign current tax from adjustment for prior periods

(810)

-

Tax increase from effect of capital allowances and depreciation

-

8,605

Effect of revenues exempt from taxation

-

(638)

Effect of expense not deductible in determining taxable profit (tax loss)

(61,414)

8,717

Deferred tax expense/(credit) from unrecognised tax loss or credit

23,024

(49,802)

Deferred tax credit relating to changes in tax rates or laws

-

(553)

Total tax charge

471,229

588,033

The deferred tax balance has been calculated based on the rates enacted at 31 December 2024.

Deferred tax

Group

Deferred tax assets and liabilities

2024

Liability
£

Fixed asset short term timing differences

25,576

25,576

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

2023

Liability
£

Fixed asset short term timing differences

8,653

8,653

11

Tangible assets

Group

Long leasehold land and buildings
£

Furniture, fittings and equipment
£

Plant and machinery
£

Motor vehicles
 £

Total
£

Cost or valuation

At 1 January 2024

981,775

309,809

19,341

226,108

1,537,033

Additions

-

181,696

-

9,613

191,309

Disposals

-

(115,170)

-

-

(115,170)

At 31 December 2024

981,775

376,335

19,341

235,721

1,613,172

Depreciation

At 1 January 2024

448,790

281,974

18,049

88,815

837,628

Charge for the year

32,724

44,244

1,292

39,254

117,514

Eliminated on disposal

-

(100,512)

-

-

(100,512)

At 31 December 2024

481,514

225,706

19,341

128,069

854,630

Carrying amount

At 31 December 2024

500,261

150,629

-

107,652

758,542

At 31 December 2023

532,985

27,835

1,292

137,293

699,405

Included within the net book value of land and buildings above is £500,261 (2023 - £532,985) in respect of long leasehold land and buildings.
 

Assets held under finance leases and hire purchase contracts

The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:

2024
£

2023
£

Motor vehicles

54,953

65,803

   
 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Company

Plant and machinery
£

Total
£

Cost or valuation

At 1 January 2024

6,706

6,706

At 31 December 2024

6,706

6,706

Depreciation

Charge for the year

2,235

2,235

At 31 December 2024

2,235

2,235

Carrying amount

At 31 December 2024

4,471

4,471

At 31 December 2023

6,706

6,706

12

Investment properties

Group

2024
£

At 1 January

472,695

Disposals

(472,695)

At 31 December

-

Company

2024
£

At 1 January

472,695

Disposals

(472,695)

At 31 December

-

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

13

Investments

Group

Details of undertakings
 

Joint ventures

£

Cost

At 1 January 2024

288,978

Share of loss for the year

(18,545)

At 31 December 2024

270,433

Carrying amount

At 31 December 2024

270,433

At 31 December 2023

288,978

Details of the investments (including principal place of business of unincorporated entities) in which the group holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2024

2023

Subsidiary undertakings

Linmur Ltd*

85 St. Peters Road, Walkinstown, Dublin 12

Ordinary

100%

100%

 

Ireland

     

Cotswold Homes Limited*

West House Armstrong Way, Yate, Bristol, BS37 5NG

Ordinary £1 shares

67%

67%

 

England and Wales

     

Cotswold Homes (BG) Ltd

West House Armstrong Way, Yate, Bristol, BS37 5NG

Ordinary

33%

33%

 

England and Wales

     

Midland Commercial Ltd

West House Armstrong Way, Yate, Bristol, BS37 5NG

Ordinary

100%

100%

 

England and Wales

     

Horwood Decorating Limited

West House, Armstrong Way, Yate, Bristol, BS37 5NG

Ordinary £1 shares

53.6%

53.6%

 

England and Wales

     

Joint ventures

Terramond Developments Limited*

West House Armstrong Way, Yate, Bristol, BS37 5NG

Ordinary shares

50%

50%

 

England and Wales

     
 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

* indicates direct investment of the company.

Subsidiary undertakings

Linmur Ltd

The principal activity of Linmur Ltd is that of a dormant company.

Cotswold Homes Limited

The principal activity of Cotswold Homes Limited is construction of residential properties.

Cotswold Homes (BG) Ltd

The principal activity of Cotswold Homes (BG) Ltd is construction of residential properties.
Cotswold Homes (BG) Ltd is treated as a subsidiary on the basis of control.

Midland Commercial Ltd

The principal activity of Midland Commercial Ltd is that of a dormant company.

Horwood Decorating Limited

The principal activity of Horwood Decorating Limited is painting and decorating services.

At the year-end, the group had control over a number of management companies which were set up in relation to development sites.These entities are non-trading, have a nil carrying value, and are intended to be transferred to property owners upon completion of the development and sale of all units.

For the period ending 31 December 2024, Horwood Decorating Limited (12052777), was entitled to exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies.

Joint venture undertakings

Terramond Developments Limited
The principal activity of Terramond Developments Limited is property development.

Company

2024
£

2023
£

Investments in subsidiaries

12,943,165

12,943,165

Investments in joint ventures

270,433

288,978

13,213,598

13,232,143

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Subsidiaries

£

Cost or valuation

At 1 January 2024

12,943,165

Carrying amount

At 31 December 2024

12,943,165

At 31 December 2023

12,943,165

Joint ventures

£

Cost

At 1 January 2024

288,978

Share of loss for the year

(18,545)

At 31 December 2024

270,433

Carrying amount

At 31 December 2024

270,433

At 31 December 2023

288,978

14

Stocks

 

Group

Company

2024
£

2023
£

2024
£

2023
£

Work in progress

29,530,793

21,026,734

1,025,230

1,025,230

The group has recognised a provision for impairment in the period against work in progress of £172,002 (2023 - £172,002).

15

Debtors

   

Group

Company

Current

Note

2024
£

2023
£

2024
£

2023
£

Trade debtors

 

17,373

251,428

-

-

Amounts owed by related parties

26

114,332

82,159

111,967

2,691,126

Other debtors

 

562,625

185,683

1

1

Prepayments

 

70,334

66,146

-

-

   

764,664

585,416

111,968

2,691,127

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

The group has not recognised a provision for impairment in the year against trade debtors (2023 - £Nil).

Amounts owed by related parties are unsecured, interest free, have no fixed repayment date and are repayable on demand.

16

Cash and cash equivalents

 

Group

Company

2024
£

2023
£

2024
£

2023
£

Cash at bank

8,154,933

7,777,788

2,857,587

697,277

17

Creditors

   

Group

Company

Note

2024
£

2023
£

2024
£

2023
£

Due within one year

 

Loans and borrowings

22

14,231,966

5,908,714

-

-

Trade creditors

 

1,613,833

1,216,034

-

-

Amounts due to related parties

26

145,030

-

140,384

-

Social security and other taxes

 

216,163

230,392

-

-

Other creditors

 

64,529

1,283,227

-

1,100,000

Accruals

 

551,006

690,471

-

5,555

Corporation tax

10

89,116

231,866

-

2,587

 

16,911,643

9,560,704

140,384

1,108,142

Amounts due to related parties are unsecured, interest free, have no fixed repayment date and are repayable on demand.

Bank loans and borrowings are secured, further details of which are provided in note 22.

18

Provisions for liabilities

Group

Deferred tax
£

Total
£

At 1 January 2024

8,653

8,653

Increase in existing provisions

16,923

16,923

At 31 December 2024

25,576

25,576

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

19

Pension and other schemes

Defined contribution pension scheme

The group participates in a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £108,350 (2023 - £62,735).

Contributions totalling £Nil (2023 - £Nil) were payable to the scheme at the end of the year and are included within creditors.

20

Share capital

Allotted, called up and fully paid shares

 

2024

2023

 

No.

£

No.

£

Ordinary shares of £0.001 each

5,050

5.05

5,050

5.05

         

Rights, preferences and restrictions

Ordinary shares of £0.001 each have the following rights, preferences and restrictions:
The shares are non-redeemable and rank pari-passu for voting rights. The shares are eligible to participate in all approved dividend distributions and carry the right to participate in any capital distribution on winding up.

21

Reserves

Group

Share premium

This represents the excess of the proceeds over the par value of shares issued less any directly attributable transaction costs.

Foreign currency translation

This reserve reflects the accumulated foreign exchange differences upon the translation of the Group's foreign operations.

Merger relief reserve

This represents the excess of the fair value of the investment in subsidiaries over the par value of shares issued on acquisition of subsidiaries in a share for share exchange when the criteria set out in Section 612 of Companies Act 2006 have been met. Transfers are made to or from the profit and loss reserve to reflect the release or reclassification of amounts previously reported in respect of group companies no longer active.

Profit and loss account

This represents accumulated profits net of any distributions to shareholders.

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Other reserves
 

Arising on consolidation under merger accounting, this reserve represents the difference between the par value of shares issued plus the fair value of any consideration given and the nominal value of shares received in exchange net of any share premium reserves in subsidiaries. Transfers are made to or from the profit and loss reserve to reflect the release or reclassification of amounts previously reported in respect of group companies no longer active.

22

Loans and borrowings

Current loans and borrowings

 

Group

Company

2024
£

2023
£

2024
£

2023
£

Bank borrowings

14,231,966

5,908,714

-

-

Bank loans are denominated in GBP and are repayable in accordance with repayment terms at a nominal rate of interest plus the prevailing base rate.

The borrowings are secured by debentures as well as fixed and floating charges including first legal charges over the developments to which they relate.

At the year end, a first legal charge was held over the property at Chipping Sodbury, Broadfield Farm, Rooktree Farm and Duke's Field, Selman Drive, Malmesbury.

Long leasehold land and buildings with a carrying amount of £500,261 (2023 - £532,985) have been pledged as security for a bank loan taken out to faciliitate the construction of a property.

23

Obligations under leases and hire purchase contracts

Group

Operating leases

The total of future minimum lease payments is as follows:

2024
£

2023
£

Not later than one year

120,084

84,967

Later than one year and not later than five years

130,996

77,597

251,080

162,564

The amount of non-cancellable operating lease payments recognised as an expense during the year was £117,691 (2023 - £87,741).

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

24

Dividends

2024

2023

£

£

Interim dividend of £45.5445 (2023 - £59.4059) per each ordinary £0.001

230,000

300,000

 

 

25

Analysis of changes in net debt

Group

At 1 January 2024
£

Financing cash flows
£

Loan financing
£

At 31 December 2024
£

Cash and cash equivalents

Cash

7,777,788

377,145

-

8,154,933

Borrowings

Short term borrowings

(5,908,714)

-

(8,323,252)

(14,231,966)

 

1,869,074

377,145

(8,323,252)

(6,077,033)

26

Related party transactions

Group

Key management compensation

2024
£

2023
£

Salaries and other short term employee benefits

564,825

629,118

Post-employment benefits

48,996

24,620

613,821

653,738

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Income and receivables from related parties

2024

Joint ventures
£

Receipt of services

32,173

Amounts receivable from related party

114,332

2023

Joint ventures
£

Receipt of services

18,254

Amounts receivable from related party

82,159

Expenditure with and payables to related parties

2024

Key management
£

Amounts payable to related party

145,030

2023

Key management
£

Amounts payable to related party

1,100,000

Loans to related parties

2024

Joint ventures
£

Total
£

At start of period

82,159

82,159

Advanced

32,173

32,173

At end of period

114,332

114,332

2023

Joint ventures
£

Total
£

At start of period

63,906

63,906

Advanced

18,253

18,253

At end of period

82,159

82,159

Terms of loans to related parties

Loans to joint ventures are unsecured, interest free and repayable on demand.
 

 

Peter Rinn Holdings Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Company

Income and receivables from related parties

2024

Subsidiaries
£

Recharges receivable

2,430

Amounts receivable from related party

111,697

2023

Subsidiaries
£

Dividends receivable

3,722,780

Amounts receivable from related party

2,691,126

Expenditure with and payables to related parties

2024

Subsidiary
£

Key management
£

Purchase of goods

12,030

-

Amounts payable to related party

10,384

130,000

2023

Subsidiary
£

Key management
£

Purchase of goods

11,208

-

Amounts payable to related party

-

1,100,000

27

Parent and ultimate parent undertaking

The ultimate controlling party is P C Rinn by virtue of his 100% holding of the equity share capital of the company.