Company Registration No. 15361455 (England and Wales)
Codham Hall Holdings Limited
Unaudited financial statements
for the period ended 31 March 2025
Pages for filing with the registrar
Codham Hall Holdings Limited
Contents
Page
Statement of financial position
1
Notes to the financial statements
2 - 7
Codham Hall Holdings Limited
Statement of financial position
As at 31 March 2025
1
2025
Notes
£
£
Fixed assets
Investment property
3
28,660,500
Current assets
Debtors
4
880,895
Cash at bank and in hand
876,548
1,757,443
Creditors: amounts falling due within one year
5
(990,192)
Net current assets
767,251
Net assets
29,427,751
Capital and reserves
Called up share capital
6
311,000
Share premium account
28,437,763
Profit and loss reserves
678,988
Total equity
29,427,751
The directors of the company have elected not to include a copy of the income statement within the financial statements.true
For the financial period ended 31 March 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The members have not required the company to obtain an audit of its financial statements for the period in question in accordance with section 476.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 10 September 2025 and are signed on its behalf by:
C S Padfield
Director
Company Registration No. 15361455
Codham Hall Holdings Limited
Notes to the financial statements
For the period ended 31 March 2025
2
1
Accounting policies
Company information
Codham Hall Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is Codham Hall, Codham Hall Lane, Great Warley, Brentwood, Essex, CM13 3JT.
1.1
Reporting period
The current reporting period covers a period of 67 weeks, to align the financial period end with other related entities.
1.2
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.3
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.
1.4
Investment property
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
1.5
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.
1.6
Financial instruments
The company 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 company's statement of financial position when the company 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.
Codham Hall Holdings Limited
Notes to the financial statements (continued)
For the period ended 31 March 2025
1
Accounting policies (continued)
3
Basic financial assets
Basic financial assets, which include debtors, 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.
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 company 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.
1.7
Equity instruments
Equity instruments issued by the company 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 company.
1.8
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 income statement 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Codham Hall Holdings Limited
Notes to the financial statements (continued)
For the period ended 31 March 2025
1
Accounting policies (continued)
4
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. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. Deferred tax assets and liabilities are offset when the company has 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.
1.9
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.
1.10
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.11
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 leases asset are consumed.
2
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2025
Number
Total
3
Codham Hall Holdings Limited
Notes to the financial statements (continued)
For the period ended 31 March 2025
5
3
Investment property
2025
£
Fair value
At 19 December 2023
Additions
28,660,500
At 31 March 2025
28,660,500
The Investment Properties have been valued by the designated members, and are disclosed at their open market valuation.
4
Debtors
2025
Amounts falling due within one year:
£
Trade debtors
180,873
Other debtors
700,022
880,895
5
Creditors: amounts falling due within one year
2025
£
Trade creditors
31,129
Corporation tax
236,877
Other taxation and social security
64,318
Other creditors
657,868
990,192
Codham Hall Holdings Limited
Notes to the financial statements (continued)
For the period ended 31 March 2025
6
6
Called up share capital
2025
2025
Ordinary share capital
Number
£
Issued and fully paid
Ordinary voting shares of 1p each
1,100,000
11,000
A Ordinary shares of 1p each
7,441,620
74,416
B Ordinary shares of 1p each
7,441,620
74,416
C Ordinary shares of 1p each
2,384,119
23,841
D Ordinary shares of 1p each
2,384,119
23,841
E Ordinary shares of 1p each
3,756,998
37,570
F Ordinary shares of 1p each
1,372,881
13,729
G Ordinary shares of 1p each
1,372,881
13,729
H Ordinary shares of 1p each
1,372,881
13,729
I Ordinary shares of 1p each
1,372,881
13,729
J Ordinary shares of 1p each
890,980
8,910
K Ordinary shares of 1p each
52,255
523
L Ordinary shares of 1p each
52,255
523
M Ordinary shares of 1p each
52,255
523
N Ordinary shares of 1p each
52,255
523
31,100,000
311,000
One ordinary share of £1 was issued on incorporation.
On 29 February 2024 the ordinary share was subdived into 100 ordinary shares of £0.01 each.
Also on 29 February 2024 the company issued 1,099,900 Ordinary shares of £0.01 each and 30,000,000 Ordinary shares of £0.01 designated as A - N shares in consideration for the trade and assets of Latchets LLP valued at £28,748,763.
The ordinary shares have full voting rights, no right to receive dividends and a right to receive £1 per ordinary voting share on a winding up.
The A - I ordinary shares are Value Non- Voting shares and have no voting rights other than in cases relating the variation of class rights relating to those shares, they have a right to a dividend that may be declared on those shares but such dividends may not exceed £1 per share in aggregate. The shares have a right to receive £1 per ordinary share on a winding up after payment to the ordinary shareholders.
The J - N ordinary are Growth shares and have no voting rights other than in cases relating the variation of class rights relating to those shares, they have a right to a dividend that may be declared on those shares but only after the maximum permitted dividend or maximum permitted capital return had been paid on the Value Non-Voting shares.
The shares have a right to a return of assets on a winding up after payments to the ordinary shareholders and the A - I ordinary shareholders.
Codham Hall Holdings Limited
Notes to the financial statements (continued)
For the period ended 31 March 2025
7
7
Related party transactions
Codham Hall Holdings Limited is connected to S & J Padfield & Partners LLP, S & J Padfield (Farms) Limited, S & J Padfield Estates LLP, S & J Padfield (Contracts) Limited, S & J Padfield (Handling) Limited, S & J Padfield (Lands) LLP, Latchets LLP and Codham Hall Estates Limited through common designated members and directors.
The trade and assets of Latchets LLP were transferred to Codham Hall Holdings Limited at a market valuation of £28,748,763 in exchange for an issue of shares.
Included within other creditors at the period end is a balance of £133,856 due to S & J Padfield & Partners LLP and a balance of £505 due to Latchets LLP.
Services provided from S & J Padfield & Partners LLP amounted to £415,341.