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Registration number: 14482940

Prepared for the registrar

NPP PR11 Limited

Annual Report and Financial Statements

for the Year Ended 30 June 2024

 

NPP PR11 Limited

Contents

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3 to 8

 

NPP PR11 Limited

Company Information

Directors

J M Blake

S F Morris

M R Perry

Registered office

The Long Barn
Litchfield
Hampshire
RG28 7PR

Auditors

Hazlewoods LLP
Windsor House
Bayshill Road
Cheltenham
GL50 3AT

 

NPP PR11 Limited

(Registration number: 14482940)
Balance Sheet as at 30 June 2024

Note

30 June 2024
£

30 June 2023
£

Fixed assets

 

Investment property

4

12,520,000

62,082

Investments

5

4,250

-

 

12,524,250

62,082

Creditors: Amounts falling due within one year

6

(29,062)

(9,540)

Total assets less current liabilities

 

12,495,188

52,542

Creditors: Amounts falling due after more than one year

6

(10,702,290)

(55,648)

Deferred tax liabilities

(2,299,042)

-

Net liabilities

 

(506,144)

(3,106)

Capital and reserves

 

Called up share capital

1

1

Profit and loss account

(506,145)

(3,107)

Shareholders' deficit

 

(506,144)

(3,106)

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 19 June 2025 and signed on its behalf by:
 


M R Perry
Director

 

NPP PR11 Limited

Notes to the Financial Statements for the Year Ended 30 June 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:
The Long Barn
Litchfield
Hampshire
RG28 7PR

 

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 have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.

Group accounts not prepared

The company has taken advantage of the exemption in section 398 of the Companies Act 2006 from the requirement to prepare consolidated financial statements, on the grounds that it is a small group.

Going concern

After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.

Judgements

These financial statements do not contain any significant judgements.

Key sources of estimation uncertainty

No key sources of estimation uncertainty have been identified by management in preparing these financial statements other than those detailed in these accounting policies and in the investment property note.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the company. The company 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 company's activities.

 

NPP PR11 Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in 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 company operates and generates taxable income.

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

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.

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

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 company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

Income relates to rental income from investment property. Income is recognised and recorded in accordance with the lease agreement and over the life of the lease.

 

NPP PR11 Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

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.

Financial instruments


Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

 Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

 Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

 

NPP PR11 Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

 

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was as follows:

Investment property comprises £12,520,000. The fair value of the investment property has been arrived at on the basis of a valuation carried out during the year by Jones Lang LaSalle, who are not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties.

 

NPP PR11 Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

 

5

Investments

2024
£

2023
£

Investments in subsidiaries

4,250

-

Subsidiaries

£

Cost

At 1 July 2023

-

Additions

17,222,032

At 30 June 2024

17,222,032

Provision

At 1 July 2023

-

Provision

17,217,782

At 30 June 2024

17,217,782

Carrying amount

At 30 June 2024

4,250

At 30 June 2023

-

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company 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

Marlowe SPV Limited

England and Wales

Ordinary

100%

0%

Marlowe SPV Limited was dissolved on 24 September 2024

 

NPP PR11 Limited

Notes to the Financial Statements for the Year Ended 30 June 2024

 

6

Creditors

Note

30 June 2024
£

30 June 2023
£

Due within one year

 

Amounts owed to group undertakings

 

4,250

7,740

Accruals

 

24,812

1,800

 

29,062

9,540

Due after one year

 

Loans and borrowings

7

6,419,790

55,648

Amounts due to related parties

 

4,282,500

-

 

10,702,290

55,648

The amounts due to related parties comprise of bank borrowings that the company has guaranteed. Bank interest is charged to the related party at 2.35% above SONIA for Term loan and 3% above SONIA for Revolving loan, and this interest has been recharged to the company. The loan is repayable on 1 March 2026 and there is a fixed and floating charge over the investment property of the company.

 

7

Loans and borrowings

Non-current loans and borrowings

30 June 2024
£

30 June 2023
£

Other borrowings

6,419,790

55,648

The loan is an open facility from a third party lender which is due in 48 months from 1 June 2022. Interest is charged at 12.5% per annum. The loan is secured over the investment property of the company.

 

8

Parent and ultimate parent undertaking

The company's immediate parent is Nine Points Property II LLP, incorporated in England and Wales.

 The ultimate parent is Nine Points Property I LLP, incorporated in England and Wales. There is considered to be no ultimate controlling party.

 

 

9

Audit report

The Independent Auditor's Report was unqualified. The name of the Senior Statutory Auditor who signed the audit report on 19 June 2025 was Stephanie Hayman, who signed for and on behalf of Hazlewoods LLP.