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Registered number: 13610381









QUILAM JV HOLDINGS 2 LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
COMPANY INFORMATION


Directors
I McKenzie 
K McSweeney 
R Ouaich 
M Sefton 




Registered number
13610381



Registered office
Ground Floor Egerton House
68 Baker Street

Weybridge

Surrey

KT13 8AL




Independent auditors
BKL Audit LLP
Chartered Accountants & Statutory Auditor

35 Ballards Lane

London

N3 1XW





 
QUILAM JV HOLDINGS 2 LIMITED
 

CONTENTS



Page
Group strategic report
 
 
1
Directors' report
 
 
2 - 3
Independent auditors' report
 
 
4 - 8
Consolidated statement of income and retained earnings
 
 
9
Consolidated statement of financial position
 
 
10
Company statement of financial position
 
 
11
Consolidated statement of cash flows
 
 
12
Notes to the financial statements
 
 
13 - 22


 
QUILAM JV HOLDINGS 2 LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

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

Business review
 
Quilam JV Holdings 2 Limited is a UK-based investment vehicle of a group of subsidiary companies. The principal activity is that of a holding company. The company is currently not engaged in any trading activities. 

Principal risks and uncertainties
 
The principal risk is the fluctuation in the value of investments and repayment of capital deployed in group undertakings. Based on strong past performance and detailed forecasting, the directors are confident that their risk management approach supports the delivery of stable and sustainable shareholder value, with risks well mitigated.

Financial key performance indicators
 
The directors monitor a range of key performance indicators (KPIs) to evaluate the company’s financial position, investment performance, and overall stability. 


This report was approved by the board and signed on its behalf.







K McSweeney
Director

Date: 5 June 2025

Page 1

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

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

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgments 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;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Principal activity

The principal activity of the Company is that of a holding company.

Results and dividends

The profit for the year, after taxation, amounted to £1,760,855 (2023 - £1,237,302).

Dividends of £937,113 (2023 - £547,121) were declared in the year.

Directors

The directors who served during the year were:

I McKenzie 
K McSweeney 
R Ouaich 
M Sefton 

Future developments

The directors expect the Company to carry on business in a similar fashion in the future. 

Page 2

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Group since the year end.

Auditors

Under section 487(2) of the Companies Act 2006BKL Audit LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

This report was approved by the board and signed on its behalf.
 







K McSweeney
Director

Date: 5 June 2025

Page 3

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUILAM JV HOLDINGS 2 LIMITED
 

Opinion


We have audited the financial statements of Quilam JV Holdings 2 Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024, which comprise the Consolidated statement of income and retained earnings, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2024 and of the Group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 or the 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.


Page 4

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUILAM JV HOLDINGS 2 LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Group strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

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


adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Page 5

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUILAM JV HOLDINGS 2 LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 2, 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 Group's and 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 Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Page 6

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUILAM JV HOLDINGS 2 LIMITED (CONTINUED)


Auditors' 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 Auditors' 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 Group 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:

Enquiring of management and those charged with governance around actual and potential litigation and claims;
Enquiring of entity staff in finance and compliance functions to identify any instances of non-compliance with laws and regulations;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
Performing audit work 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 accounting estimates for bias.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:


Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion of the effectiveness of the Company's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Auditors' report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Page 7

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUILAM JV HOLDINGS 2 LIMITED (CONTINUED)


Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statementsWe are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.


We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.


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 2006Our 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 Auditors' 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.







Nick Bishop FCA (Senior statutory auditor)
  
for and on behalf of
BKL Audit LLP
 
Chartered Accountants
Statutory Auditor
  
London

5 June 2025
Page 8

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
CONSOLIDATED STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
Note
£
£

  

Turnover
 4 
28,856,701
19,040,623

Cost of sales
  
(26,270,632)
(17,266,788)

Gross profit
  
2,586,069
1,773,835

Administrative expenses
  
(256,341)
(161,819)

Operating profit
  
2,329,728
1,612,016

Interest receivable and similar income
 7 
22,879
5,103

Profit before tax
  
2,352,607
1,617,119

Tax on profit
 8 
(591,752)
(379,817)

Profit after tax
  
1,760,855
1,237,302

  

  

Retained earnings at the beginning of the year
  
778,835
88,654

  
778,835
88,654

Profit for the year attributable to the owners of the parent
  
1,760,855
1,237,302

Dividends declared and paid
 9 
(937,113)
(547,121)

Retained earnings at the end of the year
  
1,602,577
778,835

  

There were no recognised gains and losses for 2024 or 2023 other than those included in the consolidated statement of income and retained earnings.

The notes on pages 13 to 22 form part of these financial statements.

Page 9

 
QUILAM JV HOLDINGS 2 LIMITED
REGISTERED NUMBER: 13610381

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

  

Current assets
  

Debtors: amounts falling due after more than one year
 11 
197,408,583
169,914,059

Debtors: amounts falling due within one year
 11 
3,155,061
2,230,721

Cash at bank and in hand
 12 
896,261
1,096,331

  
201,459,905
173,241,111

Creditors: amounts falling due within one year
 13 
(3,510,129)
(3,170,630)

Net current assets
  
 
 
197,949,776
 
 
170,070,481

Total assets less current liabilities
  
197,949,776
170,070,481

Creditors: amounts falling due after more than one year
 14 
(196,347,198)
(169,291,645)

  

Net assets
  
1,602,578
778,836


Capital and reserves
  

Called up share capital 
 16 
1
1

Profit and loss account
 17 
1,602,577
778,835

  
1,602,578
778,836


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 






K McSweeney
Director

Date: 5 June 2025

The notes on pages 13 to 22 form part of these financial statements.

Page 10

 
QUILAM JV HOLDINGS 2 LIMITED
REGISTERED NUMBER: 13610381

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 10 
2
1

  
2
1

Current assets
  

Debtors: amounts falling due within one year
 11 
1
1

  
1
1

Creditors: amounts falling due within one year
  
(2)
(1)

Net current (liabilities)/assets
  
 
 
(1)
 
 
-

Total assets less current liabilities
  
1
1

  

  

Net assets
  
1
1


Capital and reserves
  

Called up share capital 
 16 
1
1

Profit for the year
  
937,113
547,121

Other changes in the profit and loss account

  

(937,113)
(547,121)

  
 
 
1
 
 
1


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 






K McSweeney
Director

Date: 5 June 2025

The notes on pages 13 to 22 form part of these financial statements.

Page 11

 
QUILAM JV HOLDINGS 2 LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
£
£

Cash flows from operating activities

Profit for the financial year
1,760,855
1,237,302

Adjustments for:

Interest received
(22,879)
(5,103)

Taxation charge
591,752
379,817

(Increase) in debtors
(28,418,861)
(110,747,265)

Increase in creditors
318,093
1,843,157

Corporation tax (paid)
(577,786)
(20,854)

Net cash generated from operating activities

(26,348,826)
(107,312,946)


Cash flows from investing activities

Interest received
22,879
5,103

Net cash from investing activities

22,879
5,103

Cash flows from financing activities

Other new loans
27,062,990
108,763,508

Dividends paid
(937,113)
(547,121)

Net cash used in financing activities
26,125,877
108,216,387

Net (decrease)/increase in cash and cash equivalents
(200,070)
908,544

Cash and cash equivalents at beginning of year
1,096,331
187,787

Cash and cash equivalents at the end of year
896,261
1,096,331


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
896,261
1,096,331

896,261
1,096,331


The notes on pages 13 to 22 form part of these financial statements.

Page 12

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

Quilam JV Holdings 2 Limited (the 'Company'), is a private company limited by shares, and incorporated in England and Wales. The Company's registered number and registered address can be found on the Company Information page.
The principal activity of the Company is that of a holding company.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under Section 408 of the Companies Act 2006 and has not presented its own Statement of income and retained earnings in these financial statements.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of income and retained earnings from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.3

Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the Company and Group has adequate resources to continue in operational existence for the foreseeable future. Thus, the directors adopt the going concern basis of accounting in preparing the financial statements,which the directors believe is appropriate based on the facts set out below.
The directors of the Company and Group have reviewed forecasts and budgets and are monitoring the portfolio of loans regularly as well as working closely with the portfolio companies to manage their cashflows and are therefore confident of the Company and Group's ability to continue trading as a going concern.
The directors, having considered the above and made due enquiries, continue to adopt the going concern basis in preparing the financial statements which assumes that the Company and Group will continue in operation for the foreseeable future.

Page 13

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Revenue in respect of interest income and monitoring fees are recognised over the period to which they relate.

 
2.5

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.6

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.7

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.


 
2.8

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.9

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.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.10

Financial instruments

(i) Financial assets
Basic financial assets, including trade and other debtors and amounts owed by group undertaking, are initially recognised at transaction price, 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.

 
Page 14

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.10
Financial instruments (continued)

Such assets are subsequently carried at amortised cost using the effective interest method. At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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 the Statement of Income and Retained Earnings.
(ii) Financial liabilities
Basic financial liabilities, including trade and other creditors and amounts owed to group undertaking, 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 receipts discounted at a market rate of interest.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors 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.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
(iii) Offsetting
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.

 
2.11

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


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 for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements:
(i) Recovery of debtors
During the year and at each period end debtors are assessed for recoverability. If there are doubts over the recoverability of a debtor, a provision is made against the balance.

Page 15

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Arrangement fees
257,949
173,255

Interest income
28,414,629
18,847,368

Monitoring and extension fees
184,123
20,000

28,856,701
19,040,623


All turnover arose within the United Kingdom.


5.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors:


2024
2023
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
8,350
1,825

Fees payable to the Company's auditors in respect of:

The auditing of accounts of subsidiaries of the Company
15,300
12,675


6.


Employees




The average monthly number of employees, including the directors, during the year was as follows:



Group
Group
Company
Company
        2024
        2023
        2024
        2023
            No.
            No.
            No.
            No.









Directors
4
4
4
4

Page 16

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

7.


Interest receivable

2024
2023
£
£


Other interest receivable
22,879
5,103

22,879
5,103


8.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
591,752
379,817


Total current tax
591,752
379,817

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - lower than) the standard rate of corporation tax in the UK of 25% (2023 - 23.5%). The differences are explained below:

2024
2023
£
£


Profit on ordinary activities before tax
2,352,607
1,617,119


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)
588,152
380,023

Effects of:


Other differences leading to an increase (decrease) in the tax charge
3,600
(206)

Total tax charge for the year
591,752
379,817


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 17

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

9.


Dividends

2024
2023
£
£


Dividends
937,113
547,121

937,113
547,121


10.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost 


At 1 January 2024
1


Additions
2


Disposals
(1)



At 31 December 2024
2





Direct subsidiary undertakings


The following were direct subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Quilam Special Opportunities 2 Holdings Limited
Ground Floor Egerton House, 68 Baker Street, Weybridge, Surrey, KT13 8AL
Ordinary
100%
Quilam Capital Credit Midco Limited
Ground Floor Egerton House, 68 Baker Street, Weybridge, Surrey, KT13 8AL
Ordinary
100%

Page 18

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Direct subsidiary undertakings (continued)

The aggregate of the share capital and reserves as at 31 December 2024 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£
£

Quilam Special Opportunities 2 Holdings Limited
1
-

Quilam Capital Credit Midco Limited
1
-


Indirect subsidiary undertakings


The following were indirect subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Quilam Special Opportunities 2 Limited
Ground Floor Egerton House, 68 Baker Street, Weybridge, Surrey, KT13 8AL
Ordinary
100%
Quilam Capital Credit Limited
Ground Floor Egerton House, 68 Baker Street, Weybridge, Surrey, KT13 8AL
Ordinary
100%
Quilam Capital Credit Finance Limited
Ground Floor Egerton House, 68 Baker Street, Weybridge, Surrey, KT13 8AL
Ordinary
100%

The aggregate of the share capital and reserves as at 31 December 2024 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£
£

Quilam Special Opportunities 2 Limited
1,602,874
1,761,151

Quilam Capital Credit Limited
1
-

Quilam Capital Credit Finance Limited
1
-

Page 19

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

11.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Due after more than one year

Other debtors
196,728,724
168,963,724
-
-

Prepayments and accrued income
679,859
950,335
-
-

197,408,583
169,914,059
-
-


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Due within one year

Amounts owed by group undertakings
-
-
1
1

Other debtors
5
1
-
-

Prepayments and accrued income
3,155,056
2,230,720
-
-

3,155,061
2,230,721
1
1



12.


Cash and cash equivalents

Group
Group
2024
2023
£
£

Cash at bank and in hand
896,261
1,096,331

896,261
1,096,331



13.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Trade creditors
49,898
2,700
-
-

Amounts owed to group undertakings
-
-
2
1

Corporation tax
393,773
379,803
-
-

Other creditors
489,087
486,035
-
-

Accruals and deferred income
2,577,371
2,302,092
-
-

3,510,129
3,170,630
2
1


Page 20

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

14.


Creditors: Amounts falling due after more than one year

Group
Group
2024
2023
£
£

Other loans
195,870,561
168,807,571

Accruals and deferred income
476,637
484,074

196,347,198
169,291,645


The Company secured a credit faciity with Special Gbp Funding Opportunities Iv S.À.R.L., which contained fixed and floating charges over all property or undertakings of the Company.


15.


Loans


Analysis of the maturity of loans is given below:


Group
Group
2024
2023
£
£



Amounts falling due 2-5 years

Other loans
195,870,561
168,807,571


195,870,561
168,807,571



16.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



100 (2023 - 100) Ordinary shares shares of £0.01 each
1
1



17.


Reserves

Profit and loss account

Includes current year and accumulated profits and losses, less dividends paid.

Page 21

 
QUILAM JV HOLDINGS 2 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

18.Other financial commitments

Quilam Special Opportunities 2 Limited, the Company's subsidiary undertaking, secured a credit facility with Special GBP Funding Opportunities SARL which contained fixed and floating charges over all property or understaking of the Company


19.


Related party transactions

Where possible the Company has taken advantage of the exemption conferred by FRS 102 Section 33.1A from the requirement to disclose transactions with other wholly owned group undertakings.
Expenses worth £25,985,041 (2023: £17,119,821) were incurred with other related companies during the year. The balance due to other related companies was  £190,603,715 (2023:  £171,336,536).
Included within amounts due from group undertakings is a balance of £1 due from the various shareholders. This balance is unsecured, interest free and repayable on demand.


20.


Controlling party

The immediate and ultimate parent undertaking is WCP Quilam Ventures LLC. There is no ultimate owner.

 
Page 22