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Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2024
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CHELSEA HARBOUR LIMITED
COMPANY INFORMATION
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CHELSEA HARBOUR LIMITED
CONTENTS
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CHELSEA HARBOUR LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present their Strategic Report for the financial year ended 31 December 2024.
During the financial year under review, the Company maintained a strong operational performance. Occupancy levels remained robust, with minimal fluctuations, and rental income continued to increase, reflecting sustained tenant demand and effective asset management.
As at 31 December 2024, the fair value of the Company’s investment property increased from £330,000,000 to £331,425,000. Although global geopolitical uncertainties persist and continue to influence market sentiment, the UK property market has shown early signs of stabilisation across several sectors. This stabilisation has been supported by expectations of interest rate reductions during 2025. Nonetheless, the Board recognises that shifts in investor sentiment and consumer behaviour can occur rapidly. Accordingly, the Company will continue to monitor property valuations closely and assess market trends and participant behaviour to inform future strategic decisions.
The Company faces a range of risks that could impact its operational and financial performance. These include finance and cash flow risk, property value risk, tenant credit risk, occupancy risk, and third-party risk. These are monitored and managed as part of the Company's risk management framework.
Finance and cash flow risk
The Company is part of a wider group that relies on external loan funding. The current loan facility is not due for repayment until December 2026. To manage liquidity and funding risks, the Company prepares detailed long-term cash flow projections and financing forecasts. These are reviewed periodically by management and updated in response to changes in market conditions, to ensure ongoing financial resilience and alignment with strategic objectives.
Property Value Risk
Fluctuations in market conditions, interest rates, or investor sentiment may result in volatility in the valuation of the Company’s investment property. This could affect the Company’s balance sheet and, in certain circumstances, impact loan covenants or strategic investment plans. The Company mitigates this risk by engaging reputable independent valuers, conducting regular reviews of market data, and maintaining strong relationships with financial stakeholders. Tenant Credit Risk The Company’s rental income is dependent on the financial stability of its tenants. A default by a major tenant could adversely affect income and cash flow. To manage this risk, the Company conducts credit assessments during tenant onboarding and maintains ongoing monitoring of tenant performance. Diversification of the tenant base further supports risk mitigation efforts. Occupancy Risk A reduction in occupancy rates could lead to decreased rental income and an adverse impact on profitability. The Company’s occupancy rate remained high at 99% as at 31 December 2024 (2023: 99%), excluding landlord-occupied and under-development areas. Active asset management, regular tenant engagement, and marketing initiatives are employed to sustain high occupancy levels.
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CHELSEA HARBOUR LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Third-Party Risk
The Company engages third-party service providers for property management, maintenance and development services. Failures or underperformance by these parties could disrupt operations or lead to compliance issues. The Company mitigates this risk by selecting experienced and reputable providers and conducting regular performance reviews.
The directors consider occupancy rates to be a key driver of profitability and hence a key performance indicator. Occupancy rates have not significantly fluctuated during the period. As at 31 December 2024 the occupancy rate was 99% (31 December 2023: 99%), excluding landlord-occupied and under-development areas. This high level of occupancy reflects the continued appeal of the property and the effectiveness of the Company’s asset and lease management strategy .
This report was approved by the board and signed on its behalf.
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CHELSEA HARBOUR 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.
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements and other information included in Directors' Reports may differ from legislation in other jurisdictions.
The profit for the year, after taxation, amounted to £10,552,000 (2023: loss £3,787,000 ).
During the period no dividends were paid (2023: £nil).
The directors who served during the year were:
Management intend to further develop the property held by the Company.
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CHELSEA HARBOUR LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Information in relation to the fair review of the business and risk management policies of the Company, required by Schedule 7 of the Large and Medium Companies and Groups (Accounts and Reports) Regulations 2008, has been included in the Strategic Report in Accordance with Section 414C (11) of the Companies Act 2006.
On 18 November 2024, the Company's auditors changed their name from Haysmacintyre LLP to HaysMac LLP.
The auditors, HaysMac LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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CHELSEA HARBOUR LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHELSEA HARBOUR LIMITED
We have audited the financial statements of Chelsea Harbour Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, including a summary of 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).
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 Company 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.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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CHELSEA HARBOUR LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHELSEA HARBOUR LIMITED (CONTINUED)
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 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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the 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 Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.
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CHELSEA HARBOUR LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHELSEA HARBOUR LIMITED (CONTINUED)
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 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:
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud. Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws and regulations related to company and tax law, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, income tax, payroll tax and sales tax. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to revenue and management bias in preparing accounting estimates. Audit procedures performed by the engagement team included:
∙inspecting correspondence with regulators and tax authorities;
∙discussions with management including consideration of known or suspected instances of non-compliance with laws and regulation and fraud;
∙evaluating management's controls designed to prevent and detect irregularities;
∙identifying and testing journals, in particular journal entries which exhibited characteristics we had identified as potentially being indicative of irregularities; and
∙challenging assumptions and judgements made by management in their critical accounting estimates, principally being the investment property valuation.
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.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
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CHELSEA HARBOUR LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CHELSEA HARBOUR LIMITED (CONTINUED)
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 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.
for and on behalf of
Statutory Auditors
10 Queen Street Place
EC4R 1AG
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CHELSEA HARBOUR LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
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CHELSEA HARBOUR LIMITED
REGISTERED NUMBER: 00489113
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 12 to 24 form part of these financial statements.
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CHELSEA HARBOUR LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Chelsea Harbour Limited is a private company, limited by shares, and incorporated in England and Wales. The Company's registered number is 00489113 and registered office address is 219 Harbour Yard Chelsea Harbour, London, SW10 0XD.
The Company's principal activity is property investment and the provision of property management services.
2.Accounting policies
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 management to exercise judgement in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Chelsea Harbour Estates Limited as at 31 December 2024 and these financial statements may be obtained from UK Companies House.
The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The financial statements have been prepared on the going concern basis.
This company is a property owning company within the Chelsea Harbour Estates sub group and the ultimate parent group, CHEL Shares LLP group, generating the group’s core revenues and capital values through its rental income and investment property. The company receives financing from its parent company Chelsea Harbour Estates Limited, by way of the parent company passing down external bank debt. This external debt is primarily serviced by this company’s profits and as such the group’s performance and this company's performance are combined and inter related from the view point of the directors and shareholders. It is therefore considered appropriate, by the directors to consider the going concern status of the company as part of the group as a whole. The directors consider the going concern basis to be appropriate because the group has reviewed its cash flow forecasts, estimated rental income growth and projections as well as its forecast loan covenant positions and considered the impact on going concern, concluding that the going concern basis remains as appropriate basis of preparation for these financial statements given the likely cashflow impact of operations twelve months from the date of signing this report. It is noted that though the external debt within the group is due for repayment in December 2026, plans are currently being reviewed as to future options. This falls outside of the directors going concern assessment period and as such does not have a significant impact on their assessment of the company’s ability to trade as a going concern however the directors are confident that the loan will be refinanced
The Company's financial statements are presented in pounds sterling, which is also the Company's functional currency. Amounts are rounded to the nearest thousands of pounds, unless otherwise stated.
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Significant Judgements: The following are the significant judgements, apart from those involving estimations (which are dealt with separately below), that the directors have made in the process of applying the group’s accounting policies and that have the most significant effect on the amounts recognised in the financial statements. Going Concern Significant judgement is required in the group’s assessment of the Company’s use of the going concern basis, and further information on this is included in note 2.4. These include preparing cashflow forecasts, budgets and timing of events held in the next accounting period. Valuation of Investment Properties As described in note 12 to the financial statements, investment properties are stated at fair value based on the valuation performed by an in house qualified valuer with recent experience in the location and category of property valued. The valuer used observable market prices adjusted as necessary for any difference in the future, location or condition of the specific asset. The valuation has been prepared using an income capitalisation approach and an estimated Net Initial Yield (NIY) of between 4.80% and 5.5% with a blended net initial yield of 4.94%. The valuation uses expected rental values of the company's properties net of estimated running costs, adjusted as necessary for any difference in the future, location or condition of the specific asset. Should the NIY vary from the estimated figure used and should actual rental values achieved or running costs incurred in future periods vary from those used in the valuation, the valuation of the properties would change.
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The Company has no employees other than the directors, who did not receive any remuneration (2023 - £NIL).
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
10.Taxation (continued)
There were no factors that may affect future tax charges.
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Other reserves
Profit and loss account
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The Company has entered into a cross-guarantee and debenture across the Company's investment properties in respect of the debt of its parent undertaking and fellow subsidiaries. Chelsea Harbour Limited has entered into a cross guarantee with Chelsea Harbour Estates Limited, CHEL (No. 3) Limited, Chelsea Harbour Property Management Limited and Creative Hat Limited. At 31 December 2024 the total amount outstanding subject to the guarantee was £217,500,000 (2022: £217,500,000).
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CHELSEA HARBOUR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The Company's immediate parent undertaking is Chelsea Harbour Estates Limited.
The smallest group into which the Company is consolidated is Chelsea Harbour Estates Limited. The largest group into which the Company is consolidated is CHEL (Shares) LLP. These consolidated accounts can be obtained from Companies House. The directors do not consider there to be a single ultimate controlling party.
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