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Company registration number: OC435213











HADLEY PENGE LLP
Financial statements
Information for filing with the registrar
For the Year Ended 31 March 2024

















Coveney Nicholls Partnership LLP
Chartered Accountants & Statutory Auditor
The Old Wheel House
31/37 Church Street
Reigate
Surrey
UK
RH2 0AD

 
HADLEY PENGE LLP
Registered number:OC435213

Balance Sheet
As at 31 March 2024

2024
2023
Note
£
£

  

Current assets
  

Stocks
  
15,590,070
16,634,771

Debtors: amounts falling due within one year
 5 
15,566
85,185

Cash at bank and in hand
  
52,129
292,375

  
15,657,765
17,012,331

Creditors: Amounts Falling Due Within One Year
 6 
(119,193)
(168,041)

Net current assets
  
15,538,572
16,844,290

Total assets less current liabilities
  
15,538,572
16,844,290

  

Net assets
  
15,538,572
16,844,290


Represented by:
  

Loans and other debts due to members within one year
  

Other amounts
  
19,951,064
17,954,782

  
19,951,064
17,954,782

Members' other interests
  

Members' capital classified as equity
  
2
2

Other reserves classified as equity
  
(4,412,494)
(1,110,494)

  
(4,412,492)
(1,110,492)

  
15,538,572
16,844,290


Total members' interests
  

Loans and other debts due to members
  
19,951,064
17,954,782

Members' other interests
  
(4,412,492)
(1,110,492)

  
15,538,572
16,844,290


Page 1

 
HADLEY PENGE LLP
Registered number:OC435213
    
Balance Sheet (continued)
As at 31 March 2024

The financial statements have been prepared in accordance with the provisions applicable to entities subject to the small LLPs regime.

The financial statements have been delivered in accordance with the provisions applicable to LLPs subject to the small LLPs regime.

The entity has opted not to file the statement of comprehensive income in accordance with the provisions applicable to entities subject to the small LLPs regime.

The financial statements were approved and authorised for issue by the members and were signed on their behalf on 11 August 2025.




Alvarium Penge Limited
Latimer Developments Limited
Designated member
Designated member

The notes on pages 3 to 9 form part of these financial statements.

Hadley Penge LLP has no equity and, in accordance with the provisions contained within the Statement of Recommended Practice "Accounting by Limited Liability Partnerships", has not presented a Statement of Changes in Equity.

Page 2

 
HADLEY PENGE LLP
 
 
Notes to the Financial Statements

For the Year Ended 31 March 2024

1.


General information

The LLP is registered in England and Wales and was incorporated on 25 January 2021.
The address of the registered office is Fourth Floor Shand House, 14-20 Shand Street, London, SE1 2ES, United Kingdom.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

These financial statements have been prepared in compliance with Section 1A of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland', and the requirements of the Statement of Recommended Practice 'Accounting by Limited Liability Partnership' issued in December 2018 (SORP 2018).

The following principal accounting policies have been applied:

 
2.2

Going concern

The LLP has entered into a non-binding set of heads of terms for the sale of the property development included in inventory in August 2025.
Based on the proposed sale price, the LLP will be left with a shortfall on the member loans and accrued interest dislosed in note 8 (along with subsequent accrued interest) that it will not able to repay from the sale proceeds. 
This is still being quantified but is currently estimated this shortfall will be approximately £6.8m. It is anticipated that the member lenders will restructure their debt and equity once the sale has completed to account for this shortfall. However, the members' acknowledge that this expectation is currently non-contractual and has not yet occured.
Based on the proposed sale and anticipated actions of the member lenders, the members' believe that it remains appropriate to prepare the financial statements on a going concern basis, as they have concluded that, despite the possible uncertainties, the circumstances mean that it is realistic for at least a year from the date of approval of the financial statements (the going concern assessment period).
The members' also acknowledge that the facts set out above indicate the existence of a material uncertainty related to events or conditions that may cast significant doubt on the LLP's ability to continue as a going concern and, therefore, that the LLP may be unable to realise its assets and discharge its liabilities in the normal course of business.
The financial statements do not include any adjustments that would result from the basis of preparation being inappropriate.

  
2.3

Members' participation rights

Members' participation rights are the rights of a member against the LLP that arise under the members' agreement (for example, in respect of amounts subscribed or otherwise contributed, remuneration and profits).
Members' participation rights in the earnings or assets of the LLP are analysed between those that are, from the LLP's perspective, either a financial liability or equity, in accordance with Section 22 of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland', and the requirements of the Statement of Recommended Practice 'Accounting by Limited Liability
Page 3

 
HADLEY PENGE LLP
 
 
Notes to the Financial Statements

For the Year Ended 31 March 2024

2.Accounting policies (continued)

Partnerships'. A member's participation right results in a liability unless the right to any payment is discretionary on the part of the LLP.
Amounts subscribed or otherwise contributed by members, for example members' capital, are classed as equity if the LLP has an unconditional right to refuse payment to members. If the LLP does not have such an unconditional right, such amounts are classified as liabilities.
Where profits are automatically divided as they arise, so the LLP does not have an unconditional right to refuse payment, the amounts arising that are due to members are in the nature of liabilities. They are therefore treated as an expense in the statement of comprehensive income in the relevant year. To the extent that they remain unpaid at the year end, they are shown as liabilities in the statement of financial position.
Conversely, where profits are divided only after a decision by the LLP or its representative, so that the LLP has an unconditional right to refuse payment, such profits are classed as an appropriation of equity rather than as an expense. They are therefore shown as a residual amount available for discretionary division among members in the statement of comprehensive income and are equity appropriations in the statement of financial position.
Other amounts applied to members, for example remuneration paid under an employment contract and interest on capital balances, are treated in the same way as all other divisions of profits, as described above, according to whether the LLP has, in each case, an unconditional right to refuse payment.
All amounts due to members that are classified as liabilities are presented in the statement of financial position within 'Loans and other debts due to members' and are charged to the statement of comprehensive income within 'Members' remuneration charged as an expense'. Amounts due to members that are classified as equity are shown in the statement of financial position within 'Members' other interests'.

 
2.4

Operating leases: the LLP as lessor

Rental income from operating leases is credited to profit or loss on a straight-line basis over the lease term.

Amounts paid and payable as an incentive to sign an operating lease are recognised as a reduction to income over the lease term on a straight-line basis, unless another systematic basis is representative of the time pattern over which the lessor's benefit from the leased asset is diminished.

 
2.5

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 4

 
HADLEY PENGE LLP
 
 
Notes to the Financial Statements

For the Year Ended 31 March 2024

2.Accounting policies (continued)

 
2.6

Stocks

Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. As a property developer cost includes all costs of purchase of the site (including purchase price, stamp duty and associated professional fees), design and professional costs associated with preparing and submitting a planning application and all other costs directly attributable to the ongoing development.
Interest accruing on the loans taken to finance the stock purchase is expensed as it is incurred.

 
2.7

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.8

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.9

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.10

Financial instruments

The LLP has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the LLP's Balance Sheet when the LLP becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The LLP's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Page 5

 
HADLEY PENGE LLP
 
 
Notes to the Financial Statements

For the Year Ended 31 March 2024

2.Accounting policies (continued)


2.10
Financial instruments (continued)

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 LLP after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

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

Page 6

 
HADLEY PENGE LLP
 
 
Notes to the Financial Statements

For the Year Ended 31 March 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Significant judgements
The judgement (apart from those involving estimations) that management has made in the process of applying the entity's accounting policies and that has the most significant effect on the amounts recognised in the financial statements relates to the carrying value of the property development included in inventory. Following purchase of the property the LLP has continued to capitalise costs in relation to obtaining planning permission. Management have had to make an assessment of the future net realisable value in determining whether there is an indicator of an impairment of the asset. 
In August 2025 the LLP has entered into a non-binding set of heads of terms for the sale of the property development included in inventory. Management has calculated the net realisable value using the proposed sale price in these heads of terms and deducting costs to complete and sell. This suggests the stock is impaired by £1,486,094 at 31 March 2024 and an impairment charge of this amount has been recorded as an expense in the financial statements. Were this sale not to proceed to completion there is a risk the actual impairment charge may be materially higher or lower than this, and that the stock valuation at March 2024 may be materially higher or lower than currently presented.
Key sources of estimation uncertainty
Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. Management have not had to make any key assumptions and nor are there other sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.


4.


Employees




The entity has no employees.

The average monthly number of employees, including directors, during the year was 0 (2023 - 0).


5.


Debtors

2024
2023
£
£


Prepayments and accrued income
15,566
85,185

15,566
85,185


Page 7

 
HADLEY PENGE LLP
 
 
Notes to the Financial Statements

For the Year Ended 31 March 2024

6.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
98,960
144,459

Other taxation and social security
16,233
19,582

Accruals and deferred income
4,000
4,000

119,193
168,041



7.


Loans and other debts due to members


2024
2023
£
£



Other amounts due to members
19,951,064
17,954,782

19,951,064
17,954,782

Loans and other debts due to members may be further analysed as follows:

2024
2023
£
£



Falling due after more than one year
19,951,064
17,954,782

19,951,064
17,954,782

Loans and other debts due to members rank equally with debts due to ordinary creditors in the event of a winding up.


8.


Post balance sheet events

In August 2025 the LLP has entered into non-binding heads of terms for a sale of the property development included in stock.

Page 8

 
HADLEY PENGE LLP
 
 
Notes to the Financial Statements

For the Year Ended 31 March 2024

9.


Related party transactions

The LLP was not under the control of any single party during the period.
Members' loans
The LLP has been provided with loans by its designated members, Alvarium Penge Ltd ("Alvarium") and Latimer Developments Ltd ("Latimer"). Each lender has provided a loan facility of up to £10,000,000, comprising a principal sum of £9,000,000 plus rolled up interest. Interest accrues at SONIA plus 5.5% per annum and is rolled up and compounded every 3 months. The repayment of each loan is not due until the earlier of 12 months after the sale of the final unit in the development or termination of the LLP agreement and winding up of the LLP. The movements and amounts outstanding on each loan are disclosed in the table below:


Alvarium
Latimer
Total
£
£
£

Balance as at 1 April 2022
7,583,212
7,583,212
15,166,424
Drawdown
750,021
750,021
1,500,042
Interest
644,158
644,158
1,288,316
Balance as at 31 March 2023
8,977,391
8,977,391
17,954,782
Drawdown
9,178
9,178
18,356
Interest
988,963
988,963
1,977,926
Balance as at 31 March 2024
9,975,532
9,975,532
19,951,064

Separately, each designated member above also owes the LLP £1 in respect of their capital contributions to the LLP. These amounts are included in other debtors.
Other transactions
During the period the LLP was charged development management and administrative fees of £32,500 (2023: £612,353) by Hadley DM Services Ltd. These have been capitalised and included in the LLP's development stock. No amounts were outstanding at the period end. Hadley DM Services Ltd is a wholly owned subsidiary of Hadley Property Group Holdings Ltd. Hadley Property Group Holdings Ltd is the parent company of Hadley Garrick One Ltd, formerly a designated member of the LLP. Key management personnel of the LLP are also partially comprised of Key management personnel of Hadley Property Group Holdings Ltd.


10.


Auditors' information

The auditors' report on the financial statements for the year ended 31 March 2024 was unqualified.

The audit report was signed on 12 August 2025 by Jeffrey N Kelly (Senior Statutory Auditor) on behalf of Coveney Nicholls Partnership LLP.

Page 9