Company registration number 03623864 (England and Wales)
FITZROVIA PROPERTY INVESTMENTS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
FITZROVIA PROPERTY INVESTMENTS LIMITED
COMPANY INFORMATION
Directors
D A Pearlman
M R Goldberger
Secretary
H A Pearlman
Company number
03623864
Registered office
Quadrant House - Floor 6
4 Thomas More Square
London
E1W 1YW
Auditor
UHY Hacker Young
Quadrant House
4 Thomas More Square
London
E1W 1YW
Business address
1st Floor
9 White Lion Street
London
N1 9PD
Bankers
Barclays Bank PLC
Gilray House
146/150 City Road
London
EC1V 2NL
FITZROVIA PROPERTY INVESTMENTS LIMITED
CONTENTS
Page
Directors' report
1 - 2
Independent auditor's report
3 - 6
Income statement
7
Statement of financial position
8
Statement of changes in equity
9
Notes to the financial statements
10 - 15
FITZROVIA PROPERTY INVESTMENTS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 1 -

The directors present their annual report and financial statements for the period ended 30 September 2024.

Principal activities
The company's principal activity continued to be that of a holding company.
Results and dividends

The result for the year and the financial position at the year end were considered satisfactory by the directors.

 

An interim dividend of £nil was paid in the year (2023: £Nil). The directors do not recommend payment of a final dividend

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

D A Pearlman
M R Goldberger
Statement of directors' responsibilities

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

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

 

 

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 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.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Small companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

FITZROVIA PROPERTY INVESTMENTS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 2 -
On behalf of the board
M R Goldberger
Director
23 June 2025
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF FITZROVIA PROPERTY INVESTMENTS LIMITED
- 3 -
Opinion

We have audited the financial statements of Fitzrovia Property Investments Limited (the 'company') for the year ended 30 September 2024 which comprise the income statement, the statement of financial position, the statement of changes in equity 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:

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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.

INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF FITZROVIA PROPERTY INVESTMENTS LIMITED (CONTINUED)
- 4 -

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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:

 

Responsibilities of directors

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.

INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF FITZROVIA PROPERTY INVESTMENTS LIMITED (CONTINUED)
- 5 -
Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

We gained an understanding using our general commercial and sector experience and through discussion with the Directors and other senior management of the legal and regulatory framework applicable to the Company and the industry in which it operates, and considered the risk of acts by the Company that were contrary to applicable laws and regulations, including fraud. We enquired of management and the Directors as to their identification of any non-compliance with laws or regulations, or any actual or potential claims. We performed our own checks of compliance with relevant areas identified which included financial reporting legislation (including related companies legislation), distributable profits legislation, taxation legislation, health & safety and anti-money laundering. We communicated identified laws and regulations and potential fraud risks throughout our team and remained alert to any indications of non-compliance or fraud throughout the audit. We agreed the financial statement disclosures to underlying supporting documentation to assess compliance with those laws and regulations having an impact on the financial statements. We reviewed Board meeting minutes and enquired of the Directors and management as to the risks of non-compliance and any instances thereof.

In relation to the risk of management override of internal controls, we undertook procedures to review journal entries processed up to the year end and evaluated whether there was a risk of material misstatement due to fraud. We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

 

There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 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.

INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF FITZROVIA PROPERTY INVESTMENTS LIMITED (CONTINUED)
- 6 -
Harriet Hodgson-Grove
Senior Statutory Auditor
For and on behalf of UHY Hacker Young
24 June 2025
Chartered Accountants
Statutory Auditor
FITZROVIA PROPERTY INVESTMENTS LIMITED
INCOME STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 7 -
Year
Period
ended
ended
30 September
30 September
2024
2023
Notes
£
£
Administrative expenses
-
0
(2,534)
Interest receivable and similar income
4
3,053,891
16,000
Profit before taxation
3,053,891
13,466
Tax on profit
5
-
0
-
0
Profit for the financial year
3,053,891
13,466
FITZROVIA PROPERTY INVESTMENTS LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
30 SEPTEMBER 2024
30 September 2024
- 8 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
6
2
2
Current assets
Debtors
8
3,319,637
286,096
Cash at bank and in hand
-
0
150
3,319,637
286,246
Creditors: amounts falling due within one year
9
-
0
(20,500)
Net current assets
3,319,637
265,746
Net assets
3,319,639
265,748
Capital and reserves
Called up share capital
10
2
2
Profit and loss reserves
3,319,637
265,746
Total equity
3,319,639
265,748

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 23 June 2025 and are signed on its behalf by:
M R Goldberger
Director
Company registration number 03623864 (England and Wales)
FITZROVIA PROPERTY INVESTMENTS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 9 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 April 2022
2
268,280
268,282
Period ended 30 September 2023:
Profit and total comprehensive income
-
13,466
13,466
Dividends
-
(16,000)
(16,000)
Balance at 30 September 2023
2
265,746
265,748
Year ended 30 September 2024:
Profit and total comprehensive income
-
3,053,891
3,053,891
Balance at 30 September 2024
2
3,319,637
3,319,639
FITZROVIA PROPERTY INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 10 -
1
Accounting policies
Company information

Fitzrovia Property Investments Limited is a private company limited by shares incorporated in England and Wales. The registered office is Quadrant House - Floor 6, 4 Thomas More Square, London, E1W 1YW.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

1.2
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

1.3
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

FITZROVIA PROPERTY INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 11 -
1.4
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's statement of financial position when the company 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.5
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

FITZROVIA PROPERTY INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 12 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are 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.

3
Employees

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

2024
2023
Number
Number
Total
-
0
-
0
4
Interest receivable and similar income
2024
2023
£
£
Interest receivable and similar income includes the following:
Income from shares in group undertakings
3,053,891
16,000
5
Taxation

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

FITZROVIA PROPERTY INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
5
Taxation
(Continued)
- 13 -
2024
2023
£
£
Profit before taxation
3,053,891
13,466
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 21.00%)
763,473
2,828
Tax effect of income not taxable in determining taxable profit
(763,473)
(3,361)
Change in unrecognised deferred tax assets
-
0
634
Effect of change in corporation tax rate
-
0
(101)
Taxation charge for the year
-
-

The prior year's tax reconciliation was included in preparation for the current year's reconciliation for the purpose of consistency in presentation. The entity was not audited in the previous year hence the taxation note was not disclosed.

6
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
2
2
Fixed asset investments not carried at market value

Investments are stated at cost less impairment.

7
Subsidiaries

Details of the company's subsidiaries at 30 September 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Espincrest Limited
England
Ordinary
67
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
FITZROVIA PROPERTY INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
7
Subsidiaries
(Continued)
- 14 -
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Espincrest Limited
3
-
0
8
Debtors
2024
2023
Amounts falling due within one year:
£
£
Amounts owed by group undertakings and undertakings in which the company has a participating interest
3,319,637
285,926
Other debtors
-
0
170
3,319,637
286,096
9
Creditors: amounts falling due within one year
2024
2023
£
£
Other creditors
-
0
20,500
10
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
2
2
2
2
11
Equity

Called-up share capital

Represents the nominal value of shares that have been issued.

 

Other equity reserve

Represents fair value movements in investment property net of deferred tax, recognised in the current and previous reporting period.

 

Profit and loss account

Includes all current and prior period retained profits and losses.

FITZROVIA PROPERTY INVESTMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 15 -
12
Related party transactions

The balances detailed below are loans made between Fitzrovia Property Investments Limited and the various companies. The loans are non-interest bearing and are repayable on demand. D A Pearlman is a director of Espincrest Limited and Structadene Limited. M R Goldberger is a director of Structadene Limited.

 

As at the year end, the company owed £nil (2023: £9,500) to D A Pearlman. On 24 March 2022 Structadene Limited acquired Simon Brody's 50% interest. The loans are non-interest bearing and have no fixed repayment dates.

 

At the year end, a balance of £3,319,637 (2023: £285,531) was owed to the company by Structadene Limited, a company under the control of D A Pearlman.

 

At the year end, the company was owed a balance of £nil by its subsidiary Espincrest Limited (2023: £395).

 

The company is a joint venture between Structadene Limited and D A Pearlman.

 

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