Company registration number 01784954 (England and Wales)
SEARCHGRADE LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
SEARCHGRADE LIMITED
COMPANY INFORMATION
Directors
D A Pearlman
M R Goldberger
H A Pearlman
A E Bliss
(Appointed 19 December 2023)
W P Tuffy
(Appointed 19 December 2023)
J N Thomson
(Appointed 19 December 2023)
Secretary
H A Pearlman
Company number
01784954
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
NatWest
20 Amhurst Road
Hackney
London
E8 1QZ
Solicitors
Hamlins LLP
1 Kingsway
London
United Kingdom
WC2B 6AN
SEARCHGRADE LIMITED
CONTENTS
Page
Directors' report
1 - 2
Independent auditor's report
3 - 6
Profit and loss account
7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 22
SEARCHGRADE LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 1 -
The directors present their annual report and financial statements for the year ended 30 September 2024.
Principal activities
The principal activity of the company continued to be that of property investment.
Results and dividends
The results for the year are set out on page 7. The results for the year and the financial position at the year end were considered satisfactory by the directors.
An interim ordinary dividend was paid amounting to £7,000,000 (2023: £5,500,000). The directors do not recommend payment of a final dividend.
Directors
The directors have no beneficial interests in the shares of the company. Their interests in the shares of the company's ultimate parent company are disclosed in the directors' report of that company.
D A Pearlman
M R Goldberger
H A Pearlman
A E Bliss
(Appointed 19 December 2023)
W P Tuffy
(Appointed 19 December 2023)
J N Thomson
(Appointed 19 December 2023)
Auditor
The auditor, UHY Hacker Young, are deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of directors' responsibilities
The directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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:
- select suitable accounting policies and then 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 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.
SEARCHGRADE LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 2 -
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.
On behalf of the board
M R Goldberger
Director
24 June 2025
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF SEARCHGRADE LIMITED
- 3 -
Opinion
We have audited the financial statements of Searchgrade Limited (the 'company') for the year ended 30 September 2024 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, 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:
give a true and fair view of the state of the company's affairs as at 30 September 2024 and of its 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.
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 MEMBER OF SEARCHGRADE LIMITED (CONTINUED)
- 4 -
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:
the information given in the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the directors' report has been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and from the requirement to prepare a strategic report.
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 MEMBER OF SEARCHGRADE 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. We challenged assumptions and judgements made by management in their significant accounting estimates, in particular in relation to the property valuations by reviewing the rental yields per property against market yields as per industry reports. 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.
This report is made solely to the company's member 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 member those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF SEARCHGRADE LIMITED (CONTINUED)
- 6 -
Harriet Hodgson-Grove
Senior Statutory Auditor
For and on behalf of UHY Hacker Young
24 June 2025
Chartered Accountants
Statutory Auditor
SEARCHGRADE LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 7 -
2024
2023
Notes
£
£
Turnover
5,642,401
6,339,157
Cost of sales
(1,286,921)
(1,695,724)
Gross profit
4,355,480
4,643,433
Administrative expenses
(57,857)
(76,652)
Profit on disposal of investment properties
354,862
429,396
Operating profit
4,652,485
4,996,177
Income from shares in group undertakings
4
275,703
304,083
Income from participating interests
4
625,683
690,611
Other interest receivable and similar income
4
14,750
45,315
Other interest payable and similar expenses
5
(29)
(237)
Amounts written off investments
6
-
(2)
Fair value gains and losses on investment properties
(922,093)
(3,007,596)
Profit before taxation
4,646,499
3,028,351
Tax on profit
7
(481,897)
(1,037,866)
Profit for the financial year
4,164,602
1,990,485
The profit and loss account has been prepared on the basis that all operations are continuing operations.
SEARCHGRADE LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 8 -
Notes
2024
2023
£
£
Profit for the year
4,164,602
1,990,485
Other comprehensive income
Fair value movement on investment properties held within joint ventures
(243,500)
(1,293,167)
Total comprehensive income for the year
3,921,102
697,318
SEARCHGRADE LIMITED
BALANCE SHEET
AS AT
30 SEPTEMBER 2024
30 September 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investment properties
8
55,181,103
99,706,004
Investments
9
21,688,380
21,789,661
76,869,483
121,495,665
Current assets
Debtors
13
80,676,388
48,599,171
Cash at bank and in hand
56,067
54,737
80,732,455
48,653,908
Creditors: amounts falling due within one year
14
(119,169,262)
(128,970,649)
Net current liabilities
(38,436,807)
(80,316,741)
Total assets less current liabilities
38,432,676
41,178,924
Provisions for liabilities
15
(500,546)
(167,896)
Net assets
37,932,130
41,011,028
Capital and reserves
Called up share capital
17
2
2
Other equity reserve
19
(4,342,687)
(14,551,406)
Profit and loss reserves
19
42,274,815
55,562,432
Total equity
37,932,130
41,011,028
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 24 June 2025 and are signed on its behalf by:
M R Goldberger
Director
Company Registration No. 01784954
SEARCHGRADE LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 10 -
Share capital
Other equity reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 October 2022
2
(10,927,477)
56,741,185
45,813,710
Year ended 30 September 2023:
Profit for the year
-
-
1,990,485
1,990,485
Other comprehensive income:
Other comprehensive income of associates and jointly controlled entities
-
(1,293,167)
(1,293,167)
Total comprehensive income for the year
-
-
697,318
697,318
Dividends
-
-
(5,500,000)
(5,500,000)
Transfers
-
(3,623,929)
3,623,929
-
Balance at 30 September 2023
2
(14,551,406)
55,562,432
41,011,028
Year ended 30 September 2024:
Profit for the year
-
-
4,164,602
4,164,602
Other comprehensive income:
Other comprehensive income of associates and jointly controlled entities
-
(243,500)
(243,500)
Total comprehensive income for the year
-
-
3,921,102
3,921,102
Dividends
-
-
(7,000,000)
(7,000,000)
Transfers
-
10,208,719
(10,208,719)
-
Balance at 30 September 2024
2
(4,342,687)
42,274,815
37,932,130
SEARCHGRADE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 11 -
1
Accounting policies
Company information
Searchgrade 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 £.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Structadene Ltd. These consolidated financial statements are available from its registered office, Quadrant House - Floor 6, 4 Thomas More Square, London, E1W 1YW.
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
Searchgrade Limited is a wholly owned subsidiary of Structadene Limited which prepares consolidated accounts and the results of Searchgrade Limited are included in those consolidated financial statements which are available from the registrar of companies.
SEARCHGRADE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 12 -
1.2
Turnover
Turnover represents rents, insurance receivable and service charges receivable, net of VAT.
Revenue is recognised at the point where the benefit of the service provided is transferred to the customer.
1.3
Investment Properties
Investment properties are valued annually at fair value. Fair value is ascertained through review of a number of factors and information flows, including market knowledge, recent market movements, recent sales of similar properties, historical experience, and rent levels and cash flows of cash for the respective investment property. There is an inevitable degree of judgment involved and value can be only reliably tested ultimately in the market itself. Given the property market knowledge and expertise of the directors, no third party valuation has been considered necessary unless required by the lenders.
Investment properties are revalued annually by the directors. The aggregate surplus or deficit arising from such revaluation is transferred to the revaluation reserve unless a deficit (or its reversal) on an individual property is expected to be permanent, in which case it is charged (or credited) to the profit and loss account.
No depreciation is provided in respect of freehold and long leasehold investment properties although it is a departure from the general requirement of the Companies Act 2006 to provide depreciation in respect of fixed assets having a limited useful economic life. These properties are not held for consumption but for investment and the directors consider that systematic depreciation would be inappropriate. The accounting policy adopted is therefore necessary for the accounts to give a true and fair view. Depreciation is only one of a many factors reflected in the annual valuation and the amount which might otherwise have been shown cannot be separately identified or quantified.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.4
Fixed asset investments
Interests in subsidiaries and associates 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.
Interests in joint ventures are initially recognised at transaction price and subsequently at each reporting date measured at fair value with the changes being recognised in other comprehensive income.
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.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
SEARCHGRADE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 13 -
1.5
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.6
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. Where applicable bank overdrafts are shown within borrowings in current liabilities.
1.7
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 balance sheet 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.
SEARCHGRADE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 14 -
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.
1.8
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.
1.9
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
SEARCHGRADE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 15 -
Deferred tax
Deferred tax is provided in full in respect of taxation deferred by timing differences between the treatment of certain items for taxation and accounting purposes. The deferred tax balance has not been discounted.
Deferred tax is not provided on timing differences arising form the revaluations of fixed assets, where there is no commitment to sell the asset. Deferred tax assets are recognised to the extent that it is regarded as more likely than not that they will be recovered.
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.
Investments
Investments held as fixed assets are stated at cost less any provision for impairment. Directors have assessed the recoverability of investments made and economic benefit of the investments based on the market conditions, economic forecasts and cashflow estimates.
Investment properties
Investment properties are valued annually at fair value. Fair value is ascertained through review of a number of factors and information flows, including market knowledge, recent market movements, recent sales of similar properties, historical experience, and rent levels and cash flows of cash for the respective investment property. There is an inevitable degree of judgement involved and value can be only reliably tested ultimately in the market itself. Given the property market knowledge and expertise of the directors, no third party valuation has been considered necessary unless required by the lenders.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
SEARCHGRADE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 16 -
4
Interest receivable and similar income
2024
2023
£
£
Interest income
Other interest income
14,750
45,315
Income from fixed asset investments
Income from shares in group undertakings
275,703
304,083
Income from participating interests - joint ventures
625,683
690,611
Total income
916,136
1,040,009
5
Interest payable and similar expenses
2024
2023
£
£
Other interest
29
237
6
Other gains and losses
2024
2023
£
£
Amounts written off investments
-
(2)
7
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
149,237
1,185,000
Adjustments in respect of prior periods
(162,102)
Total current tax
149,237
1,022,898
Deferred tax
Origination and reversal of timing differences
332,660
14,968
Total tax charge
481,897
1,037,866
SEARCHGRADE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
7
Taxation
(Continued)
- 17 -
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:
2024
2023
£
£
Profit before taxation
4,646,499
3,028,351
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 22.00%)
1,161,625
666,237
Tax effect of expenses that are not deductible in determining taxable profit
3
6,425
Adjustments in respect of prior years
(12,003)
(162,092)
Group relief
(1,099,781)
Dividend income
(68,926)
(66,898)
Capital disposals
103,753
(118,343)
Other tax adjustment
40,646
43,895
Deferred tax rate adjustments
1,795
Capital gains transfers
125,231
5,176
Deferred tax not provided
231,349
661,671
Taxation charge for the year
481,897
1,037,866
8
Investment Properties
Freehold
Leasehold
Total
£
£
£
Valuation
At 1 October 2023
89,586,004
10,120,000
99,706,004
Additions
593,342
-
593,342
Additions - intra group transfers
4,920,000
270,000
5,190,000
Disposals
(1,146,150)
-
(1,146,150)
Disposals - intra group transfers
(43,250,000)
(4,990,000)
(48,240,000)
Revaluation
(782,093)
(140,000)
(922,093)
At 30 September 2024
49,921,103
5,260,000
55,181,103
Carrying amount
At 30 September 2024
49,921,103
5,260,000
55,181,103
At 30 September 2023
89,586,004
10,120,000
99,706,004
SEARCHGRADE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
8
Investment Properties
(Continued)
- 18 -
The fair value of the investment property has been arrived at on the basis of a valuation carried out as at 30 September 2024 by the Directors who are considered to have sufficient industry experience. The Directors are also employees of the company’s parent Structadene Limited and are hence connected to the company. The valuation was made on an open market basis by reference to market evidence of transaction prices for similar properties.
9
Fixed asset investments
2024
2023
£
£
Shares in group undertakings
4,068,489
4,068,489
Loans to joint ventures and participating interests
17,619,891
17,721,172
21,688,380
21,789,661
Movements in fixed asset investments
Shares in subsidiaries
Loans to joint ventures & participating interests
Total
£
£
£
Cost or valuation
At 1 October 2023
4,068,489
17,721,172
21,789,661
Share of profit from JV
-
382,184
382,184
Capital withdrawn
-
(483,465)
(483,465)
At 30 September 2024
4,068,489
17,619,891
21,688,380
Carrying amount
At 30 September 2024
4,068,489
17,619,891
21,688,380
At 30 September 2023
4,068,489
17,721,172
21,789,661
10
Subsidiaries
Details of the company's subsidiaries at 30 September 2024 are as follows:
SEARCHGRADE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
10
Subsidiaries
(Continued)
- 19 -
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Bournemouth Stadium LLP
England
Property Investment
Ordinary
100.00
Chelmer House (No1) Limited
England
Dormant
Ordinary
100.00
Shanpark Limited
England
Dormant
Ordinary
100.00
Sterling Alliance Limited
England
Property Investment
Ordinary
100.00
Stonehaven Limited
England
Property Investment
Ordinary
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Bournemouth Stadium LLP
8,097,451
3,029,172
Sterling Alliance Limited
3,513,621
210,165
Stonehaven Limited
13,441,900
11
Associates
Details of the company's associates at 30 September 2024 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Colsan Limited
England
Property Investment
Ordinary
50.00
12
Joint ventures
Details of the company's joint ventures at 30 September 2024 are as follows:
Name of undertaking
Registered office
Nature of business
% Held
Direct
Applepeach Limited
England
Property Investment
50.00
Zefilix
England
Property Investment
50.00
Lenta Properties Limited & Searchgrade Limited
England
Property Investment
50.00
Hayesbury LLP
England
Property Investment
50.00
Gardenia Properties
England
Property Investment
33.33
The joint ventures are managed jointly through management boards on which other joint venture partners are represented in accordance with respective interests held in the joint ventures.
SEARCHGRADE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 20 -
13
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
306,200
717,593
Amounts owed by group undertakings
79,090,392
47,238,470
Amounts owed by related parties
113,566
145,142
Amounts owed by participating interests
426,357
Other debtors
74,507
91,873
Prepayments and accrued income
665,366
406,093
80,676,388
48,599,171
14
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans and overdrafts
32,596
Trade creditors
22,233
49,730
Amounts owed to group undertakings
116,334,745
123,677,139
Amounts owed to associate undertakings
2,864
948,643
Corporation tax
161,250
1,185,000
Other taxation and social security
206,752
272,539
Other creditors
1,444,801
1,327,693
Accruals and deferred income
996,617
1,477,309
119,169,262
128,970,649
15
Provisions for liabilities
2024
2023
£
£
Deferred tax liabilities
16
500,546
167,896
SEARCHGRADE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 21 -
16
Deferred taxation
Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
500,546
167,896
2024
Movements in the year:
£
Liability at 1 October 2023
167,896
Charge to profit or loss
332,650
Liability at 30 September 2024
500,546
The deferred tax liability set out above is expected to reverse over future trading periods and relates to accelerated capital allowances and revaluation gains that are expected to mature within the same period.
At the year end deferred tax amounting to £4,023,456 (2023: £3,735,267) has not been provided on investment properties transferred from other group entities as they represent permanent differences which will only crystallise upon the sale of the properties.
17
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares A of £1 each
2
2
2
2
Ordinary shares B of 1p each
1
1
18
Financial commitments, guarantees and contingent liabilities
The company is jointly and severally liable, with its joint venture partners, for the bank borrowings of its joint ventures. As at 30 September 2024, these borrowings amounted to £1,866,125 (2023: £1,941,125) and are secured on joint venture properties with a carrying value of £4,145,000 (2023: £4,162,500).
SEARCHGRADE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 22 -
19
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 and investments 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.
20
Related party transactions
The company has taken advantage of the exemption available in FRS 102 "Related party disclosures" whereby it has not disclosed transactions with the ultimate parent company or any wholly owned subsidiary undertaking of the group.
Included in amounts owed by related parties is an amount of £112,966 (2023: £145,142) due from Pearl and Coutts Limited. The balances are non-interest bearing and are receivable on demand. D A Pearlman is a director of Pearl and Coutts Limited.
21
Parent company
The company's immediate and ultimate company is Structadene Limited, which is the only undertaking to consolidate these financial statements. The registered office of Structadene Limited is Quadrant House, Floor 6, 4 Thomas More Square, London, E1W 1YW. Copies of the consolidated financial statements of Structadene Limited can be obtained from the Registrar of Companies. The ultimate controlling party is D A Pearlman, a director of this company and Structadene Limited.
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