Company registration number 08113900 (England and Wales)
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
COMPANY INFORMATION
Directors
P K Johnstone
(Appointed 29 January 2024)
K J Edwards
S McGhee
Secretary
Resolis Limited
Company number
08113900
Registered office
1 Park Row
Leeds
United Kingdom
LS1 5AB
Auditor
Johnston Carmichael LLP
7-11 Melville Street
Edinburgh
United Kingdom
EH3 7PE
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
CONTENTS
Page
Directors' report
1 - 2
Directors' responsibilities statement
3
Independent auditor's report
4 - 7
Statement of comprehensive income
8
Statement of financial position
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 19
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The Directors present their annual report and financial statements for Inspiredspaces Rochdale (Holdings2) Limited ("the Company") for the year ended 31 December 2024.
Principal activities
The principal activity of the Company continued to be that of a holding company for Inspiredspaces Rochdale (Projectco2) Limited, a company which operates Private Finance Initiative (PFI) assets. This activity is expected to continue for the foreseeable future.
Results and dividends
The results for the year are set out on page 8.
No ordinary dividends were paid (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:
P K Johnstone
(Appointed 29 January 2024)
S T Kay
(Resigned 1 September 2024)
M Templeton
(Resigned 29 January 2024)
K J Edwards
S McGhee
Supplier payment policy
The nature of the Company is such that it does not receive services or goods from suppliers. As such, the Company does not have a formal supplier payment policy. This policy is reviewed periodically and will be updated should the supplier payments be made in future.
Auditor
The auditor, Johnston Carmichael LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of disclosure to auditor
Each Director in office at the date of approval of this annual report confirms that:
so far as the Director is aware, there is no relevant audit information of which the Company's auditor is unaware, and
the Director has taken all the steps that he / she ought to have taken as a Director in order to make himself / herself aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
On behalf of the board
P K Johnstone
Director
26 June 2025
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
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 UK-adopted International Accounting Standards. 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;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
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.
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
- 4 -
Opinion
We have audited the financial statements of Inspiredspaces Rochdale (Holdings2) Limited (the ‘Company’) for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, 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 UK-adopted International Accounting Standards and applicable law.
In our opinion the financial statements:
give a true and fair view of the state of the Company's affairs as at 31 December 2024 and of its results for the year then ended;
have been properly prepared in accordance with UK-adopted International Accounting Standards and applicable law; 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.
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.
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
- 5 -
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 where 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 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 regime and take advantage of the small companies' exemptions 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 set out on page 3, 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.
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.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: http://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Extent to which the audit was considered capable of detecting irregularities, including fraud
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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud is detailed below.
We assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations by considering their experience, past performance and support available.
All engagement team members were briefed on relevant identified laws and regulations and potential fraud risks at the planning stage of the audit. Engagement team members were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
- 6 -
Extent to which the audit was considered capable of detecting irregularities, including fraud (continued)
We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and the sector in which they operate, focusing on those provisions that had a direct effect on the determination of material amounts and disclosures in the financial statements. The most relevant frameworks we identified include:
We gained an understanding of how the Company is complying with these laws and regulations by making enquiries of management and those charged with governance. We corroborated these enquiries through our review of submitted returns and board meeting minutes.
We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur, by meeting with management and those charged with governance to understand where it was considered there was susceptibility to fraud. This evaluation also considered how management and those charged with governance were remunerated and whether this provided an incentive for fraudulent activity. We considered the overall control environment and how management and those charged with governance oversee the implementation and operation of controls. In areas of the financial statements where the risks were considered to be higher, we performed procedures to address each identified risk. We identified a heighted fraud risk in relation to:
In addition to the above, the following procedures were performed to provide reasonable assurance that the financial statements were free of material fraud or error:
Reviewing minutes of meetings of those charged with governance for any breaches of laws and regulations or for any indication of any potential litigation and claims, and events and conditions that could indicate an incentive or pressure to commit fraud or provide opportunity to commit fraud;
Reviewing the level of and reasoning behind the Company’s procurement of legal and professional services;
Performing audit work procedures over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business, and reviewing judgements made by management in their calculation of accounting estimates for potential management bias;
Completion of appropriate checklists and use of our experience to assess the Company’s compliance with the Companies Act 2006; and
Agreement of financial statement disclosures to supporting documentation.
Our audit procedures were designed to respond to the risk of material misstatements in the financial statements, 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 intentional concealment, forgery, collusion, omission, or misrepresentation. 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.
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
- 7 -
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.
Grant Roger (Senior Statutory Auditor)
For and on behalf of Johnston Carmichael LLP
26 June 2025
Statutory Auditor
7-11 Melville Street
Edinburgh
United Kingdom
EH3 7PE
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Investment revenues
6
555,217
613,613
Finance costs
7
(555,217)
(613,613)
Profit before taxation
-
-
Income tax expense
-
-
Profit and total comprehensive income for the year
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
Notes
£
£
Non-current assets
Investments
8
10,000
10,000
Other receivables
10
2,480,387
2,713,701
2,490,387
2,723,701
Current assets
Other receivables
10
2,060,760
2,360,182
Current liabilities
Trade and other payables
12
804,736
1,340,519
Borrowings
13
1,256,024
1,019,663
2,060,760
2,360,182
Net current assets
-
-
Non-current liabilities
Borrowings
13
2,480,387
2,713,701
Net assets
10,000
10,000
Equity
Called up share capital
17
10,000
10,000
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 26 June 2025 and are signed on its behalf by:
P K Johnstone
Director
Company registration number 08113900 (England and Wales)
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
Share capital
Retained earnings
Total
£
£
£
Balance at 1 January 2023
10,000
10,000
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
Balance at 31 December 2023
10,000
10,000
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
Balance at 31 December 2024
10,000
10,000
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
21
-
-
Interest paid
(1,091,000)
(865,000)
Net cash outflow from operating activities
(1,091,000)
(865,000)
Investing activities
Interest received
1,091,000
865,000
Net cash generated from investing activities
1,091,000
865,000
Net increase in cash and cash equivalents
-
-
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
1
Accounting policies
Company information
Inspiredspaces Rochdale (Holdings2) Limited is a private company limited by shares incorporated and domiciled in England and Wales. The registered office is 1 Park Row, Leeds, United Kingdom, LS1 5AB. The Company's principal activities and nature of its operations are disclosed in the Directors' Report.
1.1
Accounting convention
The financial statements have been prepared in accordance with UK-adopted International Accounting Standards.
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 material accounting policies adopted are set out below.
1.2
Going concern
The Directors have at the time of approving the financial statements, a reasonable expectation that the trueCompany has adequate resources to continue in operational existence for the foreseeable future. Thus the Directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Non-current investments
Interests in subsidiaries 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.
1.4
Financial assets
Financial assets are recognised in the Company's statement of financial position when the Company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.
At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.
Financial assets held at amortised cost
Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (e.g. trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.
Impairment of financial assets
Financial assets carried at amortised cost are assessed for impairment at each reporting end date.
The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
'Amounts owed by fellow group undertakings', balances due from the Company's subsidiary, are reviewed annually for impairment. The Company's subsidiary prepares a semi-annual financial model which forecasts its results, financial position and cashflows to the end of the business' concession. Impairment would be where the financial model indicates that the subsidiary could not pay all balances in full for the remainder of the concession. The Directors have reviewed the latest financial model and consider that there are no expected credit losses to the end of the concession.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.
1.5
Financial liabilities
The Company recognises financial debt when the Company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'financial liabilities held at amortised cost'.
Financial liabilities held at amortised cost
Other financial liabilities, including borrowings and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.
Derecognition of financial liabilities
Financial liabilities are derecognised when, and only when, the Company’s obligations are discharged, cancelled, or they expire.
1.6
Equity instruments
Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.
2
Adoption of new and revised standards and changes in accounting policies
The company has adopted all the standards and amendments to existing standards which are mandatory for accounting periods beginning on 1 January 2024, in particular:
- Amendments to IAS 1 and IFRS Practice Statement 2 requiring that an entity discloses its material accounting policies, instead of its significant accounting policies.
There are no amendments to accounting standards or IFRS interpretations that are effective for the year ended 31 December 2024 that have had a material impact on the financial statements. Furthermore, there are no amendments to accounting standards or IFRS interpretations for periods commencing 1 January 2025 that the directors of the company expect to have a material impact on the financial statements.
3
Revenue
The Company acts as a holding company and, as such, does not generate revenue. The Company receives interest on loans advanced to its subsidiary, Inspiredspaces Rochdale (Projectco2) Limited, whose principal activity is the rendering of facility management services entirely within the United Kingdom.
4
Auditor's remuneration
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
4
Auditor's remuneration
(Continued)
- 14 -
Audit fees for the Company and its subsidiary, Inspiredspaces Rochdale (Projectco2) Limited, are borne by the subsidiary.
5
Employees
The average monthly number of persons (including Directors) employed by the Company during the year was Nil (2023: Nil).
6
Investment income
2024
2023
£
£
Interest income
Financial instruments measured at amortised cost:
Interest receivable from fellow group undertakings
555,217
613,613
Income above relates to assets held at amortised cost.
7
Finance costs
2024
2023
Financial instruments measured at amortised cost
£
£
Loan stock interest payable
555,217
613,613
Costs above relate to liabilities held at amortised cost.
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 15 -
8
Investments
Current
Non-current
2024
2023
2024
2023
£
£
£
£
Investments in subsidiaries
10,000
10,000
9
Subsidiaries
Details of the Company's subsidiaries at 31 December 2024 are as follows:
Name of undertaking
Registered office
Principal activities
Class of
% Held
shares held
Direct
Inspiredspaces Rochdale (Projectco2) Limited
1 Park Row, Leeds, LS1 5AB
Facility management services for two schools.
Ordinary
100.00
10
Other receivables
Current
Non-current
2024
2023
2024
2023
£
£
£
£
Other receivables measured at amortised cost
Amounts owed by fellow group undertakings
1,256,024
1,019,663
2,480,387
2,713,700
Accrued income
804,736
1,340,519
-
-
2,060,760
2,360,182
2,480,387
2,713,700
Accrued income consists of interest receivable amounts that have accumulated on the loan to the subsidiary but that have not been paid out due to the underlying asset having previously been in a lock-up position and not distributing cash.
11
Other receivables - credit risk
Fair value of other receivables
The carrying amount of financial assets recorded in the financial statements, which is net of impairment losses, represents the Company's maximum exposure to credit risk. At the year end, there were no expected credit losses to the end of the concession (2023: £nil).
The Directors consider that the carrying amount of other receivables is approximately equal to their fair value.
No significant receivable balances are impaired at the reporting end date.
12
Trade and other payables
2024
2023
£
£
Other payables measured at amortised cost
Accruals
804,736
1,340,519
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
12
Trade and other payables
(Continued)
- 16 -
Accruals consist of interest payable amounts that have accumulated on the loan stock notes but that have not been paid out due to the underlying asset having previously been in a lock-up position and not distributing cash.
13
Borrowings
Current
Non-current
2024
2023
2024
2023
£
£
£
£
Borrowings held at amortised cost:
Loans from fellow group undertakings
1,256,024
1,019,663
2,480,387
2,713,700
'Loans from fellow group undertakings' is 11% unsecured loan stock which is repaid in unequal, semi-annual tranches until March 2038.
The Company and its subsidiary, Inspiredspaces Rochdale (Projectco2) Limited, ("the group") were granted a bank loan facility in 2014 that matures in 2038. The facility was drawn by the subsidiary and, as at the year end, £22,485,823 (2023: £24,118,059) was outstanding. The facility is secured by fixed and floating charges over the total assets of the group.
Current amounts payable relating to loans from fellow group undertakings include £1,022,711 (2023: £810,027) relating to amounts that have not been repaid by their due date.
14
Financial instruments
The following table details the remaining contractual maturity for the Company's financial liabilities with agreed repayment periods. The contractual maturity is based on the earliest date on which the Company may be required to pay.
Less than 1 month
1 – 3 months
3 months to 1 year
1 – 5 years
5+ years
Total
£
£
£
£
£
£
At 31 December 2023
Accruals
1,340,519
-
-
-
-
1,340,519
Borrowings
810,027
102,878
106,757
903,760
1,809,941
3,733,363
2,150,546
102,878
106,757
903,760
1,809,941
5,073,882
At 31 December 2024
Accruals
804,736
-
-
-
-
804,736
Borrowings
1,022,711
116,796
116,518
886,313
1,594,074
3,736,412
1,827,447
116,796
116,518
886,313
1,594,074
4,541,148
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
14
Financial instruments
(Continued)
- 17 -
Credit risk
"Borrowings" relates to structured, unsecured loans advanced from shareholders of the Company that have subsequently been loaned to the Company's subsidiary. Repayments are made when cashflow allows.
The Directors note that historic payments of capital balances have not been received from the subsidiary and hence have not been paid to loan note holders. Amounts that have not been repaid by their due date are disclosed within current borrowings.
The Directors have reviewed financial models which indicate that the subsidiary will be able to repay all capital in future years.
Liquidity risk management
The Company acts as a holding company and therefore does not incur any expenditure. Any administrative expenses for the group are borne by the subsidiary and the Company therefore has no need for banking facilities.
Accordingly, risks associated with liquidity to the Company are considered to be minimal.
15
Fair value of financial liabilities
The Directors consider that the carrying amounts of financial liabilities carried at amortised cost in the financial statements approximate to their fair values.
16
Reconciliation of financing cash flows
Other loans and borrowings
Total
£
£
At 1 January 2023
3,730,315
3,730,315
Principal payment
-
-
Other movements
-
-
Interest expense
613,613
613,613
Interest paid
(865,000)
(865,000)
Reduction in related party loan interest accrual
251,387
251,387
Amortisation of debt issue costs
3,048
3,048
At 31 December 2023
3,733,363
3,733,363
Principal payment
-
-
Other movements
-
-
Interest expense
555,217
555,217
Interest paid
(1,091,000)
(1,091,000)
Reduction in related party loan interest accrual
535,783
535,783
Amortisation of debt issue costs
3,048
3,048
At 31 December 2024
3,736,411
3,736,411
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
17
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Authorised
A Ordinary of £1 each
7,200
7,200
7,200
7,200
B Ordinary of £1 each
900
900
900
900
C Ordinary of £1 each
900
900
900
900
D Ordinary of £1 each
1,000
1,000
1,000
1,000
10,000
10,000
10,000
10,000
Issued and fully paid
A Ordinary of £1 each
7,200
7,200
7,200
7,200
B Ordinary of £1 each
900
900
900
900
C Ordinary of £1 each
900
900
900
900
D Ordinary of £1 each
1,000
1,000
1,000
1,000
10,000
10,000
10,000
10,000
The Company has four classes of Ordinary shares that all rank pari passu. Each share class has equal rights to voting, dividends and capital distributions.
18
Capital risk management
The Company is not subject to any externally imposed capital requirements. The Company's net equity of £10k (2023: £10k) corresponds to its share capital and is expected to remain consistent indefinitely as its assets and liabilities consist of intercompany loans payable and receivable (and related interest accruals) which net off.
19
Related party transactions
During the year, payments totalling £1,091,000 (2023: £865,000) were received from the Company's subsidiary for accrued interest. At the year end, a loan balance of £3,736,411 (2023: £3,733,363) was due from the subsidiary and £804,736 (2023: £1,340,519) interest was accrued on this balance.
During the year, payments totalling £1,091,000 (2023: £865,000) were made to the Company's loan note holders for accrued interest. At the year end, a loan balance of £3,736,411 (2023: £3,733,363) was due to the loan note holders and £804,736 (2023: £1,340,519) interest was accrued on this balance.
20
Controlling party
The parent company and immediate controlling party of the Company is Dalmore Capital (Rochdale 2) Ltd which owns 81% of the issued share capital of the Company. Dalmore Capital (Rochdale 2) Ltd's registered office is 1 Park Row, Leeds, LS1 5AB.
The financial statements of the Company are not incorporated into any group consolidated financial statements.
INSPIREDSPACES ROCHDALE (HOLDINGS2) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 19 -
21
Cash absorbed by operations
2024
2023
£
£
Profit for the year after tax
Adjustments for:
Finance costs
555,217
613,613
Investment income
(555,217)
(613,613)
Movements in working capital:
Decrease in trade and other receivables
532,736
248,337
Decrease in trade and other payables
(532,736)
(248,337)
Cash absorbed by operations
-
-
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