Company registration number 13084333 (England and Wales)
CLARENCE NO 2 LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
CLARENCE NO 2 LIMITED
COMPANY INFORMATION
Directors
G S Butler
I Sherry
Company number
13084333
Registered office
Union
2-10 Albert Square
Manchester
M2 6LW
Auditor
Sumer Auditco Limited
Fourth Floor
Unit 5B, The Parklands
Bolton
BL6 4SD
CLARENCE NO 2 LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 6
Independent auditor's report
7 - 9
Group statement of comprehensive income
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 32
CLARENCE NO 2 LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The directors present the strategic report for the year ended 31 December 2024.

Review of the business

The principal activities of the group are property development, management and investment. The principal activity of the company is that of a holding company.

Our Business Model

The group operates complementary business units with the following business model:

We believe in sustainability, collaboration, and always deliver on our commitments.

Business Review and Results

The Group has a net worth of £9.7m and its key performance indicators for the year ended 31st December 2024 are summarised below:

                Year ended Dec 2024    Year ended to Dec 2023

Turnover                    £109.9m            £48.6m
Pre tax profit/(loss)            (£0.7m)             £1.8m
GDV completed                -            -
GDV in construction            £309m            £309m
GDV pipeline                £756m            £746m
Assets Under Management        £53m            £49m

Development    

During the year we started on site at our residential development, Lumina Village, located next to the iconic Old Trafford cricket ground in Trafford. The development has two phases and will see 639 homes delivered, comprising of 199 affordable homes offering a mixture of shared ownership and social rent and 440 BTR apartments. The combined GDV of the development is £290m.

During the year, construction continued with our BTR scheme in Leeds, Whitehall Riverside located on the bank of the River Aire. The development has a mix 1,2 and 3-bed flats as well as including resident’s facilities such as a concierge, gym, communal gardens and terraces.

Investment

During the period our Investment team acquired £2.2m (2023: £6.4m) of assets and disposed of £4.5m (2023: £1.0m) of assets achieving healthy levels of return for our investors. Assets Under Management were £53m at 31st December 2024 (£49m at 31st December 2023).

CLARENCE NO 2 LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Principal risks and uncertainties
Future Developments

We have a healthy pipeline of developments:

 

 

CLARENCE NO 2 LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
Section 172 Reporting

This is an overview of how Directors performed their duty to promote the success of the group under section 172 of the Companies Act 2006.

Duty to promote the success of the Group

In executing our strategy, Directors must act in accordance with a set of general duties detailed in section 172 of the Companies Act 2006. These general duties include a duty to promote the success of the Group, and specifically, to act in a way that the Director considers, in good faith, would be most likely to promote the success of the Group for the benefit of its shareholders as a whole and, in doing so, having regard (amongst other matters) to the:

 

This statement has been prepared in accordance with the requirements of The Companies (Miscellaneous Reporting) Regulations 2018, which require the Group to describe how the Directors have had regard to the matters set out in section 172 of the Companies Act 2006 during the financial year under review. It is noted that the Directors have acted in accordance with such duties in their decision making and they will continue to do so. Considering the additional disclosure requirements, we have set out in the strategic report how the Directors have fulfilled their duties during the year ended 31 December 2024.

 

Having regard to the likely consequences of any decisions in the long-term

The Board cultivates strong relationships with key stakeholders so that it is well placed and sufficiently informed to take their considerations into account when making decisions and assessing any likely long-term impact of those decisions. Clarence No 2’s core strategy is to ensure an exit strategy is always in place prior to committing to projects and ensures value in overlooked opportunities is created. This core strategy underpins all Board decisions and the creation of long-term value for all stakeholders.

Having regard to the interest of the Group's employees

The Board understands that the Group's employees are fundamental to its long-term success. The health, safety and well-being of the employees are of paramount importance alongside the provision of an ethical workplace. The Group engages in an active way with its employees with regular fitness challenges, walks and mental health sessions.

 

Having regard to the need to foster the Group's business relationships with suppliers, customers, and others

Fostering positive business relationships with key stakeholders, such as suppliers and customers is also important to the success of the Group's businesses. Engagement with customers is a matter that is largely delegated to the management teams, who knows their customers best. The Board has been and continues to be, available to support the business in this area as and when required and will continue to maintain the relationships with key suppliers and customers. Our business has heavily invested in their relationships with suppliers and customers throughout the year ended 31 December 2024.

 

Having regard to the impact of the Group's operations on the community and environment

In their decision making, the Directors need to have regard to the impact of the Group's operations on the community and environment. The Board plays a constructive role in tackling issues through engagement and investment.

It is important for the long-term future of our business that we protect and enhance the environment. The group evaluates the requirements of each development and investment to ensure the projects are resilient to flooding, extreme weather events and overheating. We bring a progressive approach to protection of the environment, improving communities, carbon neutrality and the energy performance of real assets. We are committed to reducing our carbon footprint and contribution to climate change where economically viable.

 

CLARENCE NO 2 LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -

Having regards to the desirability of the Group maintaining a reputation for high standards of business conduct

Customer fulfilment and customer satisfaction are essential for us to consistently deliver a high-quality service. The Board recognises that culture, values, and standards are key contributors to how a company creates and sustains value over the longer-term, to enable it to maintain a reputation for high standards of business conduct which guide and assist in the Board's decision making, and in doing so, help promote the Group's success, recognising, amongst other things, the likely consequences of any decision in the long-term and wider stakeholder considerations.

The standards set by the Board mandate certain requirements and behaviours with regards to the activities of the Directors, the Group's employees and others associated with the Group.

Having regard to the need to act fairly between shareholders of the Group

Management are the shareholders in the Group. On this basis the Board feels that the executive Directors are fully aligned with the shareholders.

On the basis of the above, the members of the Board consider, both individually and together, that they have acted in the way they consider, in good faith, would be most likely to promote the success of the Group for the benefit of its members as a whole (having regard to the stakeholders and matters set out in s172(1)(a-f) of the Companies Act 2006) in the decisions taken during the year ended 31 December 2024.

On behalf of the board

G S Butler
Director
28 May 2025
CLARENCE NO 2 LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities

The principal activity of the company and group is that of property development.

Results and dividends

The results for the year are set out on page 10.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

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

G S Butler
I Sherry
Future developments

The strategic report contains details of future developments.

Auditor

The auditor, Sumer Auditco Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

As the group has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.

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 group and company, and of the profit or loss of the group 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 group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

CLARENCE NO 2 LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
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 auditor of the company 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 auditor of the company is aware of that information.

On behalf of the board
G S Butler
Director
28 May 2025
CLARENCE NO 2 LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CLARENCE NO 2 LIMITED
- 7 -
Opinion

We have audited the financial statements of Clarence No 2 Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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 group and parent 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 group's and parent 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.

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:

CLARENCE NO 2 LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CLARENCE NO 2 LIMITED
- 8 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or 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 parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

 

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussions with the Directors (as required by auditing standards) and discussed with the Directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.

Firstly, the company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

 

Secondly, the company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect; laws related to Health and Safety, Employment, UK Companies Act, Pension Legislation, Tax Legislation and Construction Regulations.

CLARENCE NO 2 LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CLARENCE NO 2 LIMITED
- 9 -

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the Directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.

 

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

We design procedures in line with our responsibilities, outlined below to detect material misstatement due to fraud:

 

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.

Stuart Stead (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited, Statutory Auditor
Fourth Floor
Unit 5B, The Parklands
Bolton
BL6 4SD
28 May 2025
CLARENCE NO 2 LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
2024
2023
Notes
£
£
Turnover
3
109,882,915
48,556,200
Cost of sales
(107,407,190)
(43,755,687)
Gross profit
2,475,725
4,800,513
Administrative expenses
(2,727,918)
(2,826,848)
Other operating income
17,646
21,000
Operating (loss)/profit
4
(234,547)
1,994,665
Interest receivable and similar income
8
183,084
374,627
Interest payable and similar expenses
9
(632,748)
(775,228)
Amounts written off investments
10
(300)
197,180
(Loss)/profit before taxation
(684,511)
1,791,244
Tax on (loss)/profit
11
(36,268)
(572,680)
(Loss)/profit for the financial year
(720,779)
1,218,564
(Loss)/profit for the financial year is attributable to:
- Owners of the parent company
(768,291)
1,276,342
- Non-controlling interests
47,512
(57,778)
(720,779)
1,218,564
Total comprehensive income for the year is attributable to:
- Owners of the parent company
(768,291)
1,276,342
- Non-controlling interests
47,512
(57,778)
(720,779)
1,218,564
CLARENCE NO 2 LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
12
281,866
334,925
Investments
13
2,219,687
2,247,607
2,501,553
2,582,532
Current assets
Stocks
15
9,270,373
12,210,384
Debtors
16
8,289,040
4,962,056
Investments
17
1
1
Cash at bank and in hand
8,478,381
768,307
26,037,795
17,940,748
Creditors: amounts falling due within one year
18
(13,864,347)
(9,977,367)
Net current assets
12,173,448
7,963,381
Total assets less current liabilities
14,675,001
10,545,913
Creditors: amounts falling due after more than one year
19
(4,830,474)
-
Provisions for liabilities
Deferred tax liability
21
44,319
24,926
(44,319)
(24,926)
Net assets
9,800,208
10,520,987
Capital and reserves
Called up share capital
24
1,000
1,000
Other reserves
7,377,621
7,377,621
Profit and loss reserves
2,380,853
3,149,144
Equity attributable to owners of the parent company
9,759,474
10,527,765
Non-controlling interests
40,734
(6,778)
Total equity
9,800,208
10,520,987
The financial statements were approved by the board of directors and authorised for issue on 28 May 2025 and are signed on its behalf by:
28 May 2025
G S Butler
Director
Company registration number 13084333 (England and Wales)
CLARENCE NO 2 LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2024
31 December 2024
- 12 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
13
1,398
1,398
Current assets
Debtors
16
11,724,427
12,044,543
Cash at bank and in hand
2,421,931
61,178
14,146,358
12,105,721
Creditors: amounts falling due within one year
18
(2,021,913)
(4,613)
Net current assets
12,124,445
12,101,108
Net assets
12,125,843
12,102,506
Capital and reserves
Called up share capital
24
1,000
1,000
Profit and loss reserves
12,124,843
12,101,506
Total equity
12,125,843
12,102,506

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £23,337 (2023 - £3,771,071 profit).

The financial statements were approved by the board of directors and authorised for issue on 28 May 2025 and are signed on its behalf by:
28 May 2025
G S Butler
Director
Company registration number 13084333 (England and Wales)
CLARENCE NO 2 LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
Share capital
Other reserves
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
£
£
£
£
£
£
Balance at 1 January 2023
1,000
7,377,621
1,872,802
9,251,423
51,000
9,302,423
Year ended 31 December 2023:
Profit and total comprehensive income
-
-
1,276,342
1,276,342
(57,778)
1,218,564
Balance at 31 December 2023
1,000
7,377,621
3,149,144
10,527,765
(6,778)
10,520,987
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
(768,291)
(768,291)
47,512
(720,779)
Balance at 31 December 2024
1,000
7,377,621
2,380,853
9,759,474
40,734
9,800,208
CLARENCE NO 2 LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 14 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2023
1,000
8,330,435
8,331,435
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
3,771,071
3,771,071
Balance at 31 December 2023
1,000
12,101,506
12,102,506
Year ended 31 December 2024:
Profit and total comprehensive income
-
23,337
23,337
Balance at 31 December 2024
1,000
12,124,843
12,125,843
CLARENCE NO 2 LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 15 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
26
8,212,329
1,513,933
Interest paid
(632,748)
(775,228)
Income taxes paid
(34,644)
(1,026,002)
Net cash inflow/(outflow) from operating activities
7,544,937
(287,297)
Investing activities
Purchase of tangible fixed assets
(96,307)
(235,303)
Proceeds from disposal of tangible fixed assets
50,999
71,642
Proceeds from disposal of subsidiaries, net of cash disposed
-
100
Proceeds from disposal of associates
27,920
(677,962)
Proceeds from disposal of joint ventures
-
(52)
Proceeds from disposal of investments
(300)
197,180
Repayment of loans
(259)
934
Interest received
183,084
180,696
Dividends received
-
0
193,931
Net cash generated from/(used in) investing activities
165,137
(268,834)
Financing activities
Repayment of borrowings
-
(1,500,000)
Net cash used in financing activities
-
(1,500,000)
Net increase/(decrease) in cash and cash equivalents
7,710,074
(2,056,131)
Cash and cash equivalents at beginning of year
768,307
2,824,438
Cash and cash equivalents at end of year
8,478,381
768,307
CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 16 -
1
Accounting policies
Company information

Clarence No 2 Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Union, 2-10 Albert Square, Manchester, M2 6LW.

 

The group consists of Clarence No 2 Limited and all of its subsidiaries.

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.

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 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 for parent company information presented within the consolidated financial statements:

 

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Clarence No 2 Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

 

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

 

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group 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.

1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 18 -

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Fixtures, fittings & equipment
over 6 years / term of the lease
Computer equipment
over 4 years
Motor vehicles
over 4 years

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 recognised in the profit and loss account.

1.7
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

 

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

 

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.8
Impairment of fixed assets

At each reporting period end date, the group 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.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 19 -

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.

1.9
Stocks

Work in progress is stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of work in progress over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.10
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.

1.11
Financial instruments

The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and 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.

CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 20 -
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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 group 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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 21 -
1.12
Equity instruments

Equity instruments issued by the group 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 group.

1.13
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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.14
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.15
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.16
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

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

CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 22 -
1.17
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

2
Judgements and key sources of estimation uncertainty

In the application of the group’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
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Turnover
109,882,915
48,556,200
2024
2023
£
£
Other revenue
Interest income
183,084
180,696
Dividends received
-
193,931
4
Operating (loss)/profit
2024
2023
£
£
Operating (loss)/profit for the year is stated after charging/(crediting):
Depreciation of owned tangible fixed assets
103,965
93,825
Profit on disposal of tangible fixed assets
(5,598)
(8,204)
Operating lease charges
165,602
164,984
CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
4,200
2,500
Audit of the financial statements of the company's subsidiaries
39,600
46,500
43,800
49,000
6
Employees

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

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Development, Investment and Administration
18
16
2
2

Their aggregate remuneration comprised:

Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
1,049,483
845,551
-
0
-
0
Social security costs
126,217
95,248
-
-
Pension costs
41,905
50,534
-
0
-
0
1,217,605
991,333
-
0
-
0
7
Directors' remuneration

No director's remuneration has been paid during the period.

CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
32,808
33,082
Interest receivable from group companies
17,125
1,667
Other interest income
133,151
145,947
Total interest revenue
183,084
180,696
Other income from investments
Dividends received
-
0
193,931
Total income
183,084
374,627
9
Interest payable and similar expenses
2024
2023
£
£
Other interest on financial liabilities
577,878
705,925
Other interest
54,870
69,303
Total finance costs
632,748
775,228
10
Movement on investments
2024
2023
£
£
(Loss)/gain on disposal of investments held at fair value
(300)
197,180
11
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
24,280
455,301
Deferred tax
Origination and reversal of timing differences
11,988
117,379
Total tax charge
36,268
572,680
CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
11
Taxation
(Continued)
- 25 -

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

2024
2023
£
£
(Loss)/profit before taxation
(684,511)
1,791,244
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 25.00%)
(171,128)
447,811
Tax effect of expenses that are not deductible in determining taxable profit
17,501
21,187
Tax effect of income not taxable in determining taxable profit
-
0
(48,483)
Tax effect of utilisation of tax losses not previously recognised
(4,132)
(20,590)
Unutilised tax losses carried forward
5,517
316,887
Change in unrecognised deferred tax assets
188,772
-
0
Effect of change in corporation tax rate
(262)
(2,349)
Double tax relief
-
0
(133,700)
Group relief
-
0
(7,782)
Deferred tax adjustments in respect of prior years
-
0
52
Tax at marginal rate
-
0
(353)
Taxation charge
36,268
572,680
12
Tangible fixed assets
Group
Fixtures, fittings & equipment
Computer equipment
Motor vehicles
Total
£
£
£
£
Cost
At 1 January 2024
41,952
22,917
300,477
365,346
Additions
-
0
3,358
92,949
96,307
Disposals
-
0
-
0
(99,059)
(99,059)
At 31 December 2024
41,952
26,275
294,367
362,594
Depreciation and impairment
At 1 January 2024
(38,749)
8,225
60,945
30,421
Depreciation charged in the year
18,766
6,951
78,248
103,965
Eliminated in respect of disposals
-
0
-
0
(53,658)
(53,658)
At 31 December 2024
(19,983)
15,176
85,535
80,728
Carrying amount
At 31 December 2024
61,935
11,099
208,832
281,866
At 31 December 2023
80,701
14,692
239,532
334,925
CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
12
Tangible fixed assets
(Continued)
- 26 -
The company had no tangible fixed assets at 31 December 2024 or 31 December 2023.
13
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
14
75
75
1,398
1,398
Investments in associates
1,882
2,182
-
0
-
0
Loans to associates
2,000,775
2,028,395
-
0
-
0
Investments in joint ventures
57
57
-
0
-
0
Unlisted investments
7
7
-
0
-
0
Loans
216,891
216,891
-
0
-
0
2,219,687
2,247,607
1,398
1,398
Movements in fixed asset investments
Group
Shares in subsidiaries, associates and joint ventures
Loans to associates
Other investments
Other loans
Total
£
£
£
£
£
Cost or valuation
At 1 January 2024
2,314
2,028,395
7
216,891
2,247,607
Additions
-
69,255
-
-
69,255
Repayments
-
(96,875)
-
-
(96,875)
Disposals
(300)
-
-
-
(300)
At 31 December 2024
2,014
2,000,775
7
216,891
2,219,687
Carrying amount
At 31 December 2024
2,014
2,000,775
7
216,891
2,219,687
At 31 December 2023
2,314
2,028,395
7
216,891
2,247,607
CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
13
Fixed asset investments
(Continued)
- 27 -
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024
1,398
Additions
300
Disposals
(300)
At 31 December 2024
1,398
Carrying amount
At 31 December 2024
1,398
At 31 December 2023
1,398
14
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Glenbrook Assets Limited
United Kingdom
Ordinary
100.00
-
Glenbrook Project Management Limited
United Kingdom
Ordinary
90.00
-
Glenbrook DM Limited
United Kingdom
Ordinary
100.00
-
Glenbrook BB Limited
United Kingdom
Ordinary
100.00
-
Glenbrook BD Limited
United Kingdom
Ordinary
100.00
-
Glenbrook RIL Limited
United Kingdom
Ordinary
100.00
-
Glenbrook CB Limited
United Kingdom
Ordinary
100.00
-
Glenbrook MC Limited
United Kingdom
Ordinary
100.00
-
Glenbrook KS Limited
United Kingdom
Ordinary
100.00
-
Glenbrook MK Limited
United Kingdom
Ordinary
100.00
-
Glenbrook GI Limited
United Kingdom
Ordinary
100.00
-
Glenbrook KR Limited
United Kingdom
Ordinary
100.00
-
Glenbrook HD Limited
United Kingdom
Ordinary
0
75.00
Glenbrook Investments Limited
United Kingdom
Ordinary
100.00
-
Glenbrook KS1 Limited
United Kingdom
Ordinary
100.00
-
Glenbrook JT Limited
United Kingdom
Ordinary
0
100.00
Glenbrook ML Limited
United Kingdom
Ordinary
100.00
-
Glenbrook CR Limited
United Kingdom
Ordinary
100.00
-
Glenbrook TW Limited
United Kingdom
Ordinary
100.00
-

The Registered office address for all the above subsidiaries is Union, 2-10 Albert Square, Manchester, England, M2 6LW.

CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 28 -
15
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Work in progress
9,270,373
12,210,384
-
-
16
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
4,789,862
1,647,601
-
0
-
0
Corporation tax recoverable
-
0
4,904
-
0
-
0
Amounts owed by group undertakings
-
-
10,210,327
10,496,329
Other debtors
3,098,878
3,146,539
1,514,100
1,548,214
Prepayments and accrued income
338,093
108,210
-
0
-
0
8,226,833
4,907,254
11,724,427
12,044,543
Amounts falling due after more than one year:
Deferred tax asset (note 21)
62,207
54,802
-
0
-
0
Total debtors
8,289,040
4,962,056
11,724,427
12,044,543
17
Current asset investments
Group
Company
2024
2023
2024
2023
£
£
£
£
Investments in joint ventures
1
1
-
0
-
0
CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 29 -
18
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Other borrowings
20
3,978,000
3,978,000
-
0
-
0
Trade creditors
7,812,036
3,569,013
4,200
4,200
Amounts owed to group undertakings
-
0
-
0
2,017,000
-
0
Corporation tax payable
24,280
39,548
413
413
Other taxation and social security
162,464
121,103
-
-
Other creditors
122,200
313,225
300
-
0
Accruals and deferred income
1,765,367
1,956,478
-
0
-
0
13,864,347
9,977,367
2,021,913
4,613
19
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Government grants
22
4,830,474
-
0
-
0
-
0
20
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Other loans
3,978,000
3,978,000
-
0
-
0
Payable within one year
3,978,000
3,978,000
-
0
-
0

£3,750,000 (2023: £5,250,000) of the loan balance is secured by fixed charges over the land owned by Glenbrook KR Limited and the £228,000 (2023: £228,000) loan is secured by way of floating charges over the property or undertaking of Glenbrook HD Limited.

CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 30 -
21
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Group
£
£
£
£
Accelerated capital allowances
44,319
24,926
-
-
Tax losses
-
-
62,207
54,802
44,319
24,926
62,207
54,802
The company has no deferred tax assets or liabilities.
Group
Company
2024
2024
Movements in the year:
£
£
Asset at 1 January 2024
(29,876)
-
Charge to profit or loss
11,988
-
Asset at 31 December 2024
(17,888)
-
22
Government grants
Group
Company
2024
2023
2024
2023
£
£
£
£
Arising from government grants
4,830,474
-
-
-
23
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit and loss in respect of defined contribution schemes
41,905
50,534

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 31 -
24
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
A Ordinary shares of £1 each
200
200
200
200
B Ordinary shares of £1 each
200
200
200
200
C Ordinary shares of £1 each
300
300
300
300
D Ordinary shares of £1 each
300
300
300
300
1,000
1,000
1,000
1,000

The rights attached to the shares are as detailed in the Articles of Association.

25
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
157,894
157,894
-
-
Between two and five years
197,368
355,262
-
-
355,262
513,156
-
-
CLARENCE NO 2 LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 32 -
26
Cash generated from group operations
2024
2023
£
£
(Loss)/profit after taxation
(720,779)
1,218,564
Adjustments for:
Taxation charged
36,268
572,680
Finance costs
632,748
775,228
Investment income
(183,084)
(374,627)
Gain on disposal of tangible fixed assets
(5,598)
(8,204)
Depreciation and impairment of tangible fixed assets
103,965
93,825
Other gains and losses
300
(197,180)
Movements in working capital:
Decrease/(increase) in stocks
2,940,011
(2,004,907)
Increase in debtors
(3,324,224)
(2,946,486)
Increase in creditors
3,902,248
4,385,040
Increase in deferred income
4,830,474
-
Cash generated from operations
8,212,329
1,513,933
27
Analysis of changes in net funds/(debt) - group
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
768,307
7,710,074
8,478,381
Borrowings excluding overdrafts
(3,978,000)
-
(3,978,000)
(3,209,693)
7,710,074
4,500,381
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