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Company registration number: 00753606
| ANNUAL REPORT AND FINANCIAL STATEMENTS
| FOR THE YEAR ENDED 31 DECEMBER 2024
| KEBBELL HOLDINGS LIMITED
KEBBELL HOLDINGS LIMITED |  |
COMPANY INFORMATION
Directors | M A Kebbell
| N R M Kebbell
Company secretary | S Jennaway
Registered number | 00753606
Registered office | Kebbell House
| 21 London End
| Beaconsfield
| England
| HP9 2HN
Independent auditor | Menzies LLP
| Chartered Accountants & Statutory Auditor
| Midas House
| 62 Goldsworth Road
| Woking
| Surrey
| GU21 6LQ
KEBBELL HOLDINGS LIMITED |  |
CONTENTS
| Page
Group Strategic Report | 1 - 2
Directors' Report | 3 - 4
Independent Auditor's Report | 5 - 8
Consolidated Statement of Comprehensive Income | 9 - 10
Consolidated Statement of Financial Position | 10
Company Statement of Financial Position | 11
Consolidated Statement of Changes in Equity | 12 - 13
Company Statement of Changes in Equity | 14
Consolidated Statement of Cash Flows | 15 - 16
Consolidated Analysis of Net Debt | 17
Notes to the Financial Statements | 18 - 37
KEBBELL HOLDINGS LIMITED |  |
GROUP STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2024 The directors present the strategic report for the year ended 31 December 2024.
Business review and future developments
We aim to present a balanced and comprehensive review of the development and performance of our business during the year and its position at the year end. Our review is consistent with the size and non-complex nature of our business and is written in the context of the risks and uncertainties we face. During 2024 the group completed sales of 54 new homes (up from 22 in 2023) from 3 sites ranging from Yorkshire in the North of England to Hampshire in the South. The specification of the homes varied and included detached family homes, luxury apartments and affordable housing. The UK showed signs of an improving housing market in 2024 and demand for properties was steady throughout the year. Sales demand in the first half of 2025 has continued to be fairly consistent and the directors are looking forward to demonstrating increased levels of success with results from forthcoming developments. Sales reservations at 31 December 2024 were 22 reservations, up from 10 the previous year. 2024 202 3 Reservations 1 January 10 4 Sales Reservation in year 66 28 Sales Completions in year 54 22 Reservations 31 December 22 10 Sales were achieved from 3 sites achieving on average a Gross Margin of 24% (excluding affordable housing). Building work in progress was £34.077m at 31 December 2024 (Last year £27.605m). Land stocks of £48.033m have been reviewed and where necessary adjustments to net realisable value have been made. In the year to 31 December 2024 land stock write downs / write backs were £440,823 (2023 £nil).
Principal risks and uncertainties
The group's operations expose it to a variety of risks which are continually assessed and managed. The principal risks are as set out below. Business risk The availability of finance, both to property developers and individual home owners, remains a major risk to the industry. The group has looked to mitigate the risk by reducing reliance on bank borrowings and instead to fund developments through internally generated cash and by reducing the level of stock and work in progress, however bank funding is used where necessary to boost working capital. The effect of planning changes on the value of the group's land stock remains a high risk area. The group has looked to mitigate the risk through the use of high quality professional advisers, active involvement in public consultation and constant monitoring of all aspects of the planning process. Credit risk Upon completion of the sale of a property, the group receives the full proceeds and there is thus no associated credit risk on these sales. In past years, the group has provided top-up loans to certain home buyers to assist them in the purchase of property from the group. The loans are generally receivable upon the home owners selling their property and the group has a second legal charge over the properties for which the loans were provided. The loans are included in the accounts at fair value and with the benefit of a second legal charge over the properties, the group is confident in obtaining full recovery, particularly if property values continue to increase. There is of course a risk that the fair value of the loans as reflected in the accounts will not be recovered, particularly if residential property values decreased substantially. Page 1
KEBBELL HOLDINGS LIMITED |  |
GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2024 Cyber fraud risk Risk from Cyber fraud is a real threat to most modern businesses, the most common being: ∙Invoice redirection whereby criminals pose as a new creditor or supplier seeking to redirect payments in to a fraudulent bank account ∙Email compromise whereby criminals impersonate Directors, Shareholders or key personnel hoping to redirect funds in to a fraudulent bank account ∙Ransomware encrypts the files on a device causing them to become inaccessible. The attacker will contact the victim, and demand payment to restore access. ∙Telephone Fraud. This is contact made by phone, which encourages you to give out PINs, passwords, or digital banking codes. These calls often involve fraudsters claiming they’re from the bank, the police, or another official organisation or company that you trust. The group makes every effort to educate staff to be vigilant against cyber crime and has implemented policies to help mitigate potential attacks.
Group defined benefit pension scheme
The group operates a defined benefit pension scheme. At 31 December 2024, the Scheme showed a surplus of £6,445,000 before tax, compared to a surplus at 31 December 2023 of £5,448,000 before tax. The Scheme was closed to new members in 2008.
Financial performance
The results of the years trading and the financial position of the group are shown in the annexed accounts. Key performance indicators for the group are as follows:- 2024 2023 £ £ Turnover for the year 20,501,459 17,492,540 Profit/(Loss) for the year before tax (2,737,423) (2,897,538) Shareholders funds at the year end 72,235,986 73,721,773 Cash at bank and in hand at the year end 1,983,051 997,991 Stock at the year end 82,385,407 77,949,224
Going concern
The group is long established with substantial reserves, good cash flows and further bank borrowing facilities if necessary. As a consequence, the directors believe that the group is well placed to continue as a going concern. This report was approved by the board and signed on its behalf.
................................................ N R M Kebbell Director
Date: 18 September 2025
Page 2
KEBBELL HOLDINGS 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
The directors who served during the year were:
M A Kebbell
N R M Kebbell
Results and dividends
The loss for the year, after taxation, amounted to £2,144,126 (2023 - loss £2,199,455). No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
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 2006. They 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.
Disclosure of information to auditor
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 auditor is 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 auditor is aware of that information. Page 3
KEBBELL HOLDINGS LIMITED |  |
DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2024
Auditor
Under section 487(2) of the Companies Act 2006, Menzies LLP will be deemed to have been reappointed as auditor 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.
................................................ N R M Kebbell Director
Date: 18 September 2025
Page 4
KEBBELL HOLDINGS LIMITED |  |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF KEBBELL HOLDINGS LIMITED
Opinion
We have audited the financial statements of Kebbell Holdings Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company 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). 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 loss 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 Auditor's 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.
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Page 5
KEBBELL HOLDINGS LIMITED |  |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF KEBBELL HOLDINGS LIMITED (CONTINUED)
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.
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out on page 3, 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
KEBBELL HOLDINGS LIMITED |  |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF KEBBELL HOLDINGS LIMITED (CONTINUED)
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these 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: The Group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation. We determined that the following laws and regulations were most significant including: ∙The Companies Act 2006; ∙Financial Reporting Standard 102; ∙UK Employment Legislation; ∙UK Health and Safety Legislation; and ∙General Data Protection Regulations. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. ∙We understood how the Group are complying with those legal and regulatory frameworks by making inquiries to management and those responsible for legal and compliance procedures. ∙The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations. The assessment did not identify any issues in this area. We assessed the susceptibility of the Group's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included: ∙Identifying and assessing the design effectiveness of controls that management has in place to prevent and detect fraud; ∙Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process; ∙Challenging assumptions and judgements made by management in its significant accounting estimates; and ∙Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations. As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: ∙Posting of journals to the accounting software which are of a non-routine nature in terms of timing and amount; ∙Revenue cut off; and ∙The use of management override of controls to manipulate results. 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 Auditor's Report. Page 7
KEBBELL HOLDINGS LIMITED |  |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF KEBBELL HOLDINGS LIMITED (CONTINUED)
Use of our report
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditor's Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed. Tom Woods FCA (Senior Statutory Auditor) for and on behalf of Menzies LLP Chartered Accountants Statutory Auditor Midas House 62 Goldsworth Road Woking Surrey GU21 6LQ 19 September 2025 Page 8
KEBBELL HOLDINGS LIMITED |  |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2024
| 2024 | 2023
Note | £ | £
Turnover | 4 | 20,501,459 | 17,492,540
Cost of sales |  | (17,945,470) | (16,104,654)
Gross profit |  | 2,555,989 | 1,387,886
Distribution costs |  | (328,002) | (334,467)
Administrative expenses |  | (4,811,376) | (4,265,014)
Other operating income | 5 | 757,142 | 652,551
Fair value movements |  | 231,158 | -
Operating loss | 6 | (1,595,089) | (2,559,044)
Profit/loss on disposal of investments |  | 12,500 | -
Interest receivable and similar income | 10 | 278,411 | 264,713
Interest payable and similar expenses | 11 | (1,433,245) | (603,207)
Loss before taxation |  | (2,737,423) | (2,897,538)
Tax on loss |  | 593,297 | 698,083
Loss for the financial year |  | (2,144,126) | (2,199,455)
Currency translation differences |  | (2,411) | (9,305)
Actuarial gains on defined benefit pension scheme | 25 | 881,000 | 292,000
Movement of deferred tax relating to pension deficit | 25 | (220,250) | (73,000)
Other comprehensive income for the year |  | 658,339 | 209,695
Total comprehensive income for the year |  | (1,485,787) | (1,989,760)
(Loss) for the year attributable to: |  |  |
Owners of the parent Company |  | (2,144,126) | (2,199,455)
|  | (2,144,126) | (2,199,455)
Total comprehensive income for the year attributable to: |  |  |
Owners of the parent Company |  | (1,485,787) | (1,989,760)
|  | (1,485,787) | (1,989,760)
The notes on pages 18 to 37 form part of these financial statements.
Page 9
KEBBELL HOLDINGS LIMITED |  |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2024
|  | 2024 |  | 2023
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 13 |  | 112,773 |  | 100,106
Investment property | 15 |  | 1,729,788 |  | 1,676,280
|  |  | 1,842,561 |  | 1,776,386
Current assets |  |  |  |  |
Stocks | 16 | 82,385,407 |  | 77,949,224 |
Debtors: amounts falling due within one year | 17 | 5,662,027 |  | 6,669,585 |
Cash at bank and in hand |  | 1,983,051 |  | 997,991 |
|  | 90,030,485 |  | 85,616,800 |
Creditors: amounts falling due within one year | 18 | (24,546,718) |  | (8,077,006) |
Net current assets |  |  | 65,483,767 |  | 77,539,794
Total assets less current liabilities |  |  | 67,326,328 |  | 79,316,180
Creditors: amounts falling due after more than one year | 19 |  | (218,510) |  | (9,816,196)
Provisions for liabilities |  |  |  |  |
Deferred taxation | 21 | (1,316,832) |  | (1,226,211) |
|  |  | (1,316,832) |  | (1,226,211)
Net assets excluding pension asset |  |  | 65,790,986 |  | 68,273,773
Pension surplus | 25 |  | 6,445,000 |  | 5,448,000
Net assets |  |  | 72,235,986 |  | 73,721,773
Capital and reserves |  |  |  |  |
Called up share capital | 22 |  | 68,239 |  | 68,239
Share premium account | 23 |  | 26,774 |  | 26,774
Profit and loss account | 23 |  | 72,140,973 |  | 73,626,760
Equity attributable to owners of the parent Company |  |  | 72,235,986 |  | 73,721,773
|  |  | 72,235,986 |  | 73,721,773
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
................................................ N R M Kebbell
Director
Date: 18 September 2025
The notes on pages 18 to 37 form part of these financial statements. Page 10
KEBBELL HOLDINGS LIMITED REGISTERED NUMBER:00753606 |  |
COMPANY STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2024
|  | 2024 |  | 2023
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Investments | 14 |  | 85,213 |  | 253,658
|  |  | 85,213 |  | 253,658
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 17 | 1,099,850 |  | 917,496 |
|  | 1,099,850 |  | 917,496 |
Creditors: amounts falling due within one year | 18 | (100) |  | (101) |
Net current assets |  |  | 1,099,750 |  | 917,395
Total assets less current liabilities |  |  | 1,184,963 |  | 1,171,053
Net assets |  |  | 1,184,963 |  | 1,171,053
Capital and reserves |  |  |  |  |
Called up share capital | 22 |  | 68,239 |  | 68,239
Share premium account | 23 |  | 26,774 |  | 26,774
Profit and loss account brought forward |  | 1,076,040 |  | 1,076,040 |
Profit for the year |  | 13,910 |  | - |
Profit and loss account carried forward |  |  | 1,089,950 |  | 1,076,040
|  |  | 1,184,963 |  | 1,171,053
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
................................................ N R M Kebbell
Director
Date: 18 September 2025
The notes on pages 18 to 37 form part of these financial statements. Page 11
KEBBELL HOLDINGS LIMITED |  |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Share premium account | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 January 2024 | 68,239 | 26,774 | 73,626,760 | 73,721,773
Comprehensive income for the year |  |  |  |
Loss for the year | - | - | (2,144,126) | (2,144,126)
Currency translation differences | - | - | (2,411) | (2,411)
Actuarial gains on pension scheme | - | - | 660,750 | 660,750
Other comprehensive income for the year | - | - | 658,339 | 658,339
Total comprehensive income for the year | - | - | (1,485,787) | (1,485,787)
At 31 December 2024 | 68,239 | 26,774 | 72,140,973 | 72,235,986
| The notes on pages 18 to 37 form part of these financial statements.
Page 12
KEBBELL HOLDINGS LIMITED |  |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2023
| Called up share capital | Share premium account | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 January 2023 | 68,239 | 26,774 | 75,616,520 | 75,711,533
Comprehensive income for the year |  |  |  |
Loss for the year | - | - | (2,199,455) | (2,199,455)
Currency translation differences | - | - | (9,305) | (9,305)
Actuarial gains on pension scheme | - | - | 219,000 | 219,000
Other comprehensive income for the year | - | - | 209,695 | 209,695
Total comprehensive income for the year | - | - | (1,989,760) | (1,989,760)
At 31 December 2023 | 68,239 | 26,774 | 73,626,760 | 73,721,773
| The notes on pages 18 to 37 form part of these financial statements.
Page 13

KEBBELL HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
|  | Called up share capital | Share premium account | Profit and loss account | Total equity
|  | £ | £ | £ | £
| At 1 January 2023 | 68,239 | 26,774 | 1,076,040 | 1,171,053
| Total comprehensive income for the year | - | - | - | -
| At 1 January 2024 | 68,239 | 26,774 | 1,076,040 | 1,171,053
| Comprehensive income for the year |  |  |  |
| Profit for the year | - | - | 13,910 | 13,910
| Total comprehensive income for the year | - | - | 13,910 | 13,910
| At 31 December 2024 | 68,239 | 26,774 | 1,089,950 | 1,184,963
| The notes on pages 18 to 37 form part of these financial statements.
Page 14

KEBBELL HOLDINGS LIMITED |  |
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2024
|  |  |  | As restated
|  |  | 2024 | 2023
|  |  | £ | £
Cash flows from operating activities |  |
Loss for the financial year | (2,144,126) | (2,199,455)
Adjustments for: |  |
Depreciation of tangible assets | 56,693 | 79,616
Loss on disposal of tangible assets | (96,100) | (120,090)
Interest paid | 1,433,245 | 603,207
Interest received | (278,411) | (264,713)
Taxation charge | (593,297) | (698,083)
(Increase) in stocks | (4,436,183) | (12,769,764)
Decrease in debtors | 1,471,226 | 930,349
(Decrease) in creditors | (1,442,445) | (68,052)
Net fair value (gains)/losses recognised in P&L | (231,158) | -
Corporation tax received/(paid) | - | (243,703)
Profit on disposal of subsidiaries | (12,500) | -
Pension scheme non cash movement | (116,000) | (332,000)
Net cash generated from operating activities | (6,389,056) | (15,082,688)
Cash flows from investing activities |  |
Purchase of tangible fixed assets | (69,360) | (41,282)
Sale of investment properties | 273,750 | 1,050,500
Sale of fixed asset investments | 12,500 | -
Interest received | 278,411 | 264,713
Net cash from investing activities | 495,301 | 1,273,931
Page 15
KEBBELL HOLDINGS LIMITED |  |
CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2024
|  |  | As restated
|  | 2024 | 2023
|  | £ | £
Cash flows from financing activities |  |
New secured loans | 7,550,997 | 10,447,870
Repayment of other loans | (585,726) | (369,037)
Repayment of/new finance leases | (7,358) | 17,168
Interest paid | (79,098) | (74,178)
Net cash used in financing activities | 6,878,815 | 10,021,823
Net increase/(decrease) in cash and cash equivalents | 985,060 | (3,786,934)
Cash and cash equivalents at beginning of year | 997,991 | 4,784,925
Cash and cash equivalents at the end of year | 1,983,051 | 997,991
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 1,983,051 | 997,991
| 1,983,051 | 997,991
The notes on pages 18 to 37 form part of these financial statements.
Page 16
KEBBELL HOLDINGS LIMITED |  |
CONSOLIDATED ANALYSIS OF NET DEBT FOR THE YEAR ENDED 31 DECEMBER 2024
|  | At 1 January 2024 | Cash flows | At 31 December 2024
|  | £ | £ | £
Cash at bank and in hand | 997,991 | 985,060 | 1,983,051
Debt due after 1 year | (9,816,196) | 9,597,686 | (218,510)
Debt due within 1 year | (585,726) | (17,785,288) | (18,371,014)
Finance leases | (17,168) | 7,358 | (9,810)
| (9,421,099) | (7,195,184) | (16,616,283)
The notes on pages 18 to 37 form part of these financial statements.
Page 17
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
1. | General information
Kebbell Holdings Limited is a private company limited by shares incorporated in the United Kingdom under the Companies Act 2006, and is registered in England and Wales. The address of its registered office and principal place of business are the same and are disclosed on the company information page. 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). Parent Company disclosure exemptions In preparing the separate financial statements of the parent Company, advantage has been taken of the following disclosure exemptions available in FRS 102: ∙Disclosures in respect of the parent Company's financial instruments have not been presented as equivalent disclosures have been provided in respect of the Company as a whole; and ∙No disclosures have been given for the aggregate remuneration of the key management personnel of the parent Company as their remuneration is included in the totals for the Company as a whole. The following principal accounting policies have been applied:
| 2.2 | Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accoutning in preparing the financial statements.
| 2.3 | 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 from Property Sales Revenue in respect of the sale of residential properties and land is recognised at the fair value of the consideration received or receivable on legal completion of the sale transaction. Revenue from Construction Services This revenue arises from the provision of construction services. Revenue is recognised in accordance with the stage of completion. The stage of completion is determined on the basis of the proportion of the contract costs incurred to date over the estimated total costs. Rental Income Operating lease income from investment properties and rental agreements are recognised in profit and loss on a straight-line basis over the lease term. Page 18
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.4 | Operating leases: the Group as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
| 2.5 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.6 | 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.
| 2.7 | Borrowing costs
All borrowing costs are recognised in profit or loss in the year in which they are incurred. Page 19
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.8 | Pensions
Defined contribution pension plan The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds. Defined benefit pension plan The Group operates a defined benefit plan for certain employees. A defined benefit plan defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including but not limited to age, length of service and remuneration. A defined benefit plan is a pension plan that is not a defined contribution plan. The liability recognised in the Statement of Financial Position in respect of the defined benefit plan is the present value of the defined benefit obligation at the end of the reporting date less the fair value of plan assets at the reporting date (if any) out of which the obligations are to be settled. The defined benefit obligation is calculated using the projected unit credit method. Annually the company engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using market yields on high quality corporate bonds that are denominated in sterling and that have terms approximating to the estimated period of the future payments ('discount rate'). The fair value of plan assets is measured in accordance with the FRS102 fair value hierarchy and in accordance with the Group's policy for similarly held assets. This includes the use of appropriate valuation techniques. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement of net defined benefit liability'. The cost of the defined benefit plan, recognised in profit or loss as employee costs, except where included in the cost of an asset, comprises: a) the increase in net pension benefit liability arising from employee service during the period; and b) the cost of plan introductions, benefit changes, curtailments and settlements. The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in profit or loss as a 'finance expense'. Page 20
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.9 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. 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. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
| 2.10 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Plant and machinery | - | 33% | straight line
|  |  |  | Motor vehicles | - | 33% | straight line
|  |  |  | Office equipment | - | 33% | straight line
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
| 2.11 | 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. Investment properties are discounted to 60% of market value where they are non vacant. Residual freehold interest is valued at 18.75 times the annual income. Page 21
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.12 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment. Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in the Consolidated Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment. Investments in listed company shares are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in profit or loss for the period.
| 2.13 | Stocks
Stock is stated at the lower of cost and net realisable value. Cost comprises prime cost of land, labour and materials together with an applicable proportion of direct overheads. Net realisable value means estimated selling price less all further costs to completion and all costs to be incurred in marketing and selling. At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
| 2.14 | Financial instruments
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 Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments. Financial liabilities Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities. Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies 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. Page 22
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.14 | Financial instruments (continued)
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.
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. Key sources of estimation uncertainty The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows: Fair value of investment property Investment properties are measured at fair value at each reporting date with changes in fair value recognised in the profit or loss. The determination of fair value involves estimation of current market value by reference to equivalent properties, which is sensitive to prevailing market trends. Investment properties are discounted to 60% of market value where they are non vacant. Residual freehold interest is valued at 15 times the annual rental income. The investment properties include residual freehold interest of £1,155,788 (2023: £1,000,830). This is valued at 18.75 times rent paid by tenants per property. Residual interest sold in the year were on average 20% above the balance sheet value. If this percentage was applied to the remaining properties then the overall residual interest would be valued at £1,383,600. Valuation of stock Stock and WIP are valued at the lower of cost and net realisable value. Net realisable value includes, where necessary, provisions for slow moving stock. Calculation of these provisions requires estimates to be made, which include forecast consumer demand and economic environment. Property debtor Kebbell Development Limited will sometimes retain a second charge over a property when sold on to a third party as security for a loan to the third party. The “loan” amount is recognised as a debtor balance and is recovered once the homes are sold. The amount recovered will generally be in relation to the sales price once the property is sold. The directors assess the fair value of the property debtors, using their knowledge of the local property market considering the nature and location of specific properties. The directors perform a desktop valuation using available data from appropriate sources, which involves an element of estimation. Page 23
KEBBELL HOLDINGS 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
|  |  |  |  | £ | £
| Sale of properties | 17,645,942 | 14,363,420
| Construction services | 2,855,517 | 3,129,120
|  | 20,501,459 | 17,492,540
| All turnover arose within the United Kingdom.
5. | Other operating income
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Other operating income | 216,277 | 124,804
| Rental income | 378,486 | 344,792
| Ground rent receivable | 66,279 | 69,455
| Profit on disposal of investment property | 96,100 | 113,500
|  | 757,142 | 652,551
6. | Operating loss
| The operating loss is stated after charging:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Depreciation of owned tangible fixed assets | 56,693 | 79,616
| Profit on disposal of investment property | (96,100) | -
| Other operating lease rentals | 194,428 | 191,014
| Fair value movement on investment properties | (213,158) | -
| Profit on disposal of subsidiary | (12,500) | -
7. | Auditor's remuneration
| During the year, the Group obtained the following services from the Company's auditor:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Fees payable to the Company's auditor for the audit of the consolidated and parent Company's financial statements | 4,250 | 3,500
Page 24
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
8. | Employees
| Staff costs, including directors' remuneration, were as follows:
|  | Group | Group
|  | 2024 | 2023
|  | £ | £
| Wages and salaries | 2,514,526 | 2,239,530
| Social security costs | 443,016 | 386,498
| Cost of defined benefit scheme | 207,069 | 171,700
| Cost of defined contribution pension scheme | 228,219 | 129,019
|  | 3,392,830 | 2,926,747
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2024 | 2023
|  |  | No. | No.
|  | Management and administration | 30 | 31
|  | Site workers | 17 | 23
|  |  | 47 | 54
| The Company has no employees other than the directors, who did not receive any remuneration (2023 - £NIL).
9. | Directors' remuneration
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Directors' emoluments | 428,630 | 339,368
|  | 428,630 | 339,368
| The highest paid director received remuneration of £428,630 (2023 - £339,368).
10. | Interest receivable
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Interest on bank deposits | 278,411 | 264,713
|  | 278,411 | 264,713
Page 25
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
11. | Interest payable and similar expenses
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Interest on bank overdrafts and loans | 1,222,380 | 337,204
| Other interest payable | 210,865 | 266,003
|  | 1,433,245 | 603,207
12. | Taxation
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Corporation tax |  |
| Adjustments in respect of previous periods | (463,668) | -
|  | (463,668) | -
| Total current tax | (463,668) | -
| Deferred tax |  |
| Origination and reversal of timing differences | (129,629) | (698,083)
| Total deferred tax | (129,629) | (698,083)
| Tax on loss | (593,297) | (698,083)
Page 26
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 12.Taxation (continued)
| 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 - 23.52%). The differences are explained below:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Loss on ordinary activities before tax | (2,737,423) | (2,897,538)
| Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.52%) | (684,356) | (681,501)
| Effects of: |  |
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | 48,148 | 48
| Effect of change in corporation tax rate | 104,276 | (41,223)
| Deferred tax not recognised | 1,680 | -
| Income not taxable for tax purposes | (97,758) | (24,003)
| Chargeable gains/(losses) | 33,754 | 48,596
| Other permanent differences | 959 | -
| Total tax charge for the year | (593,297) | (698,083)
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. Page 27
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
13. | Tangible fixed assets
| Group
|  | Plant and machinery | Motor vehicles | Office equipment | Total
|  | £ | £ | £ | £
| Cost or valuation |  |  |  |
| At 1 January 2024 | 208,377 | 113,183 | 107,071 | 428,631
| Additions | 53,697 | - | 15,663 | 69,360
| At 31 December 2024 | 262,074 | 113,183 | 122,734 | 497,991
| Depreciation |  |  |  |
| At 1 January 2024 | 183,028 | 40,395 | 105,102 | 328,525
| Charge for the year on owned assets | 20,128 | 38,828 | (2,263) | 56,693
| At 31 December 2024 | 203,156 | 79,223 | 102,839 | 385,218
| Net book value |  |  |  |
| At 31 December 2024 | 58,918 | 33,960 | 19,895 | 112,773
| At 31 December 2023 | 25,349 | 72,788 | 1,969 | 100,106
Page 28
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
14. | Fixed asset investments
| Company
|  | Investments in subsidiary companies
|  | £
| Cost or valuation |
| At 1 January 2024 | 253,658
| Disposals | (168,445)
| At 31 December 2024 | 85,213
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Class of shares | Holding
| Kebbell Development Limited | Kebbell House, 21 London End, Beaconsfield, HP9 2HN | Ordinary | 100%
| Kebric Plant Limited | Kebbell House, 21 London End, Beaconsfield, HP9 2HN | Ordinary | 100%
| Pollbury Investments Limited | Kebbell House, 21 London End, Beaconsfield, HP9 2HN | Ordinary | 100%
| Boyneswood Limited | Kebbell House, 21 London End, Beaconsfield, HP9 2HN | Ordinary | 100%
| Chase Lodge Corporations Inc | 9219 Katy Freeway Suite 111, Houston, TX 77024 | Ordinary | 100%
| On 6 June 2024, Chase Lodge Corporations Inc was dissolved. On 10 October 2024, 100% of the shares in Boyneswood Limited were sold for cash consideration of £12,500, genarating a profit on disposal of the same amount.
Page 29
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
15. | Investment property
| Group
|  | Freehold investment property
|  | £
| Valuation |
| At 1 January 2024 | 1,676,280
| Disposals | (177,650)
| Surplus on revaluation | 231,158
| At 31 December 2024 | 1,729,788
The 2024 valuations were made by the directors, on an open market value basis by reference to market evidence of transaction prices for similar properties. There is a sitting tenant write down of the properties to 60% of this market value.
| If the Investment properties had been accounted for under the historic cost accounting rules, the properties would have been measured as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Historic cost | 9,332 | 12,297
|  | 9,332 | 12,297
16. | Stocks
|  | Group | Group
|  | 2024 | 2023
|  | £ | £
| Land | 48,033,429 | 50,282,135
| Build cost | 34,076,659 | 27,605,044
| Other | 275,319 | 62,045
|  | 82,385,407 | 77,949,224
| Land and buildings under construction with a carrying value of £27,801,353 (2023: £22,141,691) are held as security on the group's borrowings.
Page 30
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
17. | Debtors
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Trade debtors | 29,643 | 152,501 | - | -
| Amounts owed by group undertakings | - | - | 1,099,850 | 917,496
| Other debtors | 4,974,792 | 4,700,958 | - | -
| Prepayments and accrued income | 193,924 | 1,816,126 | - | -
| Tax recoverable | 463,668 | - | - | -
|  | 5,662,027 | 6,669,585 | 1,099,850 | 917,496
18. | Creditors: Amounts falling due within one year
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Bank loans | 17,744,287 | - | - | -
| Other loans | 626,727 | 585,726 | - | -
| Trade creditors | 2,891,401 | 2,634,215 | - | -
| Amounts owed to group undertakings | - | - | 100 | 101
| Other taxation and social security | 248,438 | 203,107 | - | -
| Obligations under finance lease and hire purchase contracts | 9,810 | 17,168 | - | -
| Other creditors | 2,541,366 | 3,275,672 | - | -
| Accruals and deferred income | 484,689 | 1,361,118 | - | -
|  | 24,546,718 | 8,077,006 | 100 | 101
| Included within other creditors are directors' loan accounts amounting to £565,201 (2023 - £751,403). These loans are unsecured. All loan interest is charged at 6% per annum. Other loans are subject to a fixed charge over the following properties: Elmsleigh Farm, Send Barns Lane, Send, Woking, GU23 7BP and land adjoining this property; 7 Send Barns Lane, Send, Woking GU23 7BP. The bank loan contains a fixed charge over the freehold property known as Mile Stones, Queens, Hill Rise, Ascot, SL5 7DP.
Page 31
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
19. | Creditors: Amounts falling due after more than one year
|  | Group | Group
|  | 2024 | 2023
|  | £ | £
| Bank loans | - | 8,970,959
| Other loans | 218,510 | 845,237
|  | 218,510 | 9,816,196
20. | Loans
| Analysis of the maturity of loans is given below:
|  | Group | Group
|  | 2024 | 2023
|  | £ | £
| Amounts falling due within one year |  |
| Bank loans | 17,744,287 | -
| Other loans | 626,727 | 585,726
|  | 18,371,014 | 585,726
| Amounts falling due 1-2 years |  |
| Bank loans | - | 8,970,959
| Other loans | 218,510 | 845,237
|  | 218,510 | 9,816,196
|  | 18,589,524 | 10,401,922
| Loans are secured on the group's land and buildings under construction, further details can be found within notes 16 and 18.
Page 32
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
21. | Deferred taxation
| Group
|  | 2024
|  | £
| At beginning of year | (1,226,211)
| Charged to profit or loss | (90,621)
| At end of year | (1,316,832)
|  | Group | Group
|  | 2024 | 2023
|  | £ | £
| Accelerated capital allowances | (19,614) | (14,564)
| Retirement benefit obligations | (1,611,250) | (1,362,000)
| Short term timing differences | 3,009 | -
| Investment property | (432,447) | (419,070)
| Losses and other deductions | 743,470 | 569,423
|  | (1,316,832) | (1,226,211)
22. | Share capital
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 68,239 (2023 - 68,239) ordinary shares of £1.00 each | 68,239 | 68,239
| Each ordinary share carries equal voting rights and there are no restrictions on the distribution of dividends.
23. | Reserves
Share premium account This reserve includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium. Profit and loss account This reserve includes all current and prior retained profits and losses, less dividends. Page 33
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
24. | Prior year adjustment
The comparatives in the Consolidated Statement of Cash Flows have been restated to correct errors noted in the statement. The restatement is presentational and has no effect on retained earnings as at 1 January 2024.
25. | Retirement benefit scheme
The Company operates defined contribution retirement benefit schemes for qualifying employees. The assets of the schemes are held seperately from those of the company. The company contributes a specified percentage of payroll costs to the retirement benefit schemes to fund the benefits. The only obligation of the company with respect to the schemes is to make the specified contributions. Defined benefit schemes The company operates a defined benefit pension scheme for eligible employees. It is a group scheme but under a Flexible Apportionment Arrangement the company has taken over responsibility for all the liabilities. All active members of the scheme are employees of Kebbell Development Limited. The assets of the scheme are held separately from those of the company in an independently administered fund. Contributions to the scheme are charged to the Statement of Comprehensive Income so as to spread the cost of the pensions over the employees working lives with the company. The Plan is managed by a board of Trustees appointed in part by the company and in part from elections by members of the Plan. The Trustees have responsibility for obtaining valuations of the fund, administering benefit payments and investing the Plan's assets. The Trustees delegate some of these functions to their professional advisers where appropriate. There were no plan amendments, curtailments or settlements during the period. The most recent comprehensive actuarial valuation of the Plan was carried out as at 6 April 2025. In the event that the valuation reveals a larger deficit than expected the company may be required to increase contributions above those set out in the existing Schedule of Contributions. Conversely, if the position is better than expected, it is possible that contributions may be reduced. The Company does not expect to pay contributions in the year to 31 December 2025.
| Reconciliation of present value of plan liabilities:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Reconciliation of present value of plan liabilities |  |
| Liabilities at 1 January 2024 | 10,628,000 | 9,887,000
| Current service cost | 198,000 | 172,000
| Interest cost | 468,000 | 460,000
| Contributions | 30,000 | 26,000
| Benefits paid | (513,000) | (232,000)
| Experience (gain)/loss on liabilities | (60,000) | 145,000
| Changes to financial assumptions | (1,239,000) | 170,000
| At 31 December 2024 | 9,512,000 | 10,628,000
Page 34
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 25.Retirement benefit scheme (continued)
| Reconciliation of present value of plan assets:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| At the beginning of the year | 16,076,000 | 14,711,000
| Interest income | 714,000 | 693,000
| Return on plan assets (excluding amounts included in net interest) | (418,000) | 607,000
| Benefits paid | (513,000) | (232,000)
| Contributions by the employer | 68,000 | 271,000
| Contributions by scheme members | 30,000 | 26,000
| At the end of the year | 15,957,000 | 16,076,000
| The defined benefit obligations arise from plans which are wholly or partly funded.
| Composition of plan assets:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Equity instruments | 6,560,000 | 6,488,000
| Bonds and gilts | 9,257,000 | 8,984,000
| Cash | 140,000 | 604,000
| Total plan assets | 15,957,000 | 16,076,000
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Fair value of plan assets | 15,957,000 | 16,076,000
| Present value of plan liabilities | (9,512,000) | (10,628,000)
| Net pension scheme surplus | 6,445,000 | 5,448,000
Page 35
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 25.Retirement benefit scheme (continued)
| Valuation The contributions are determined by a qualified actuary on the basis of triennial valuations using the projected unit method. Under the projected unit method, the current service cost, as a percentage of members pensionable pay, will increase as the active members of the scheme approach retirement. The actuary used the S3PXA table as a basis to calculate the future liability. The following boundaries were applied; 80% of the base table with a medium cohort mortality improvements and with a long term improvement of 1.25% each year. The most recent valuation was at 6 April 2025 and has been reviewed for 31 December 2024 by a qualified actuary, independent of the scheme's sponsoring employer.
| Principal actuarial assumptions at the reporting date (expressed as weighted averages):
|  | 2024 | 2023
|  | % | %
| Discount rate | 5.50 | 4.50
| Expected rate of increase of pensions in payment | 3.40 | 3.30
| Expected rate of salary increases | 3.40 | 3.30
| RPI inflation assumption | 3.20 | 3.05
| Mortality rates |  |
| - for a male aged 65 now | 24.0 | 23.8
| - at 65 for a male aged 45 now | 25.4 | 25.0
| - for a female aged 65 now | 26.4 | 26.2
| - at 65 for a female member aged 45 now | 27.8 | 27.6
|  | 2024 | 2023
|  | £ | £
| Amounts recognised in the profit and loss account |  |
| Current service cost | 198,000 | 172,000
| Net interest on net defined benefit liability/(asset) | (246,000) | (233,000)
| Total costs/(income) | (48,000) | (61,000)
| Amounts taken to other comprehensive income |  |
| Actual return on scheme assets | (296,000) | (1,300,000)
| Calculated interest element | 714,000 | 693,000
| Actuarial changes related to obligation | (1,299,000) | 315,000
| Total costs/(income) | (881,000) | (292,000)
Page 36
KEBBELL HOLDINGS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
26. | Commitments under operating leases
| At 31 December 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  | Group | Group
|  | 2024 | 2023
|  | £ | £
| Not later than 1 year | 201,000 | 138,825
| Later than 1 year and not later than 5 years | 623,500 | 71,000
|  | 824,500 | 209,825
27. | Related party transactions
| At the balance sheet date the group owed £203,663 (2023 - £222,472) to individuals with significant influence over the group, interest of £10,664 (2023 - £74,178) was accrued on these loans in the year. At the balance sheet date the group owed £493,024 (2023 - £767,221) to close family members of individuals with significant influence over the group, interest of £29,968 (2023 - £192,113) was accrued on these loans in the year. At the balance sheet date the group owed £267,463 (2023 - £443,204) to key management personnel, interest of £14,755 (2023 - £27,218) was accrued on these loans in the year. At the balance sheet date the group owed £1,161,311 (2023 - £1,436,149) to close family members of key management personnel, interest of £67,074 (2023 - £89,555) was accrued on these loans in the year. At the balance sheet date the group owed £94,075 (2023 - £85,727) to a trust of whom the trustees have significant influence over the group, interest of £5,549 (2023 - £5,153) was accrued in the year. Rent of £20,000 (2023 - £20,000) was paid to the Kebbell Directors Retirement Fund during the year. As at 31 December 2024 due from the Kebbell Development Limited Retirement Security Plan was £25,000 (2023 - £25,000). N R M Kebbell and P J Merry are trustees of the scheme. During the year, the group provided construction services of £486,640 (2023 - £3,019,740) and management services of £50,000 (2023 - £50,000) to Kebbell Country Homes Limited. N R M Kebbell and M A Kebbell are directors of Kebbell Country Homes Limited. During the year, the group provided construction services of £3,663 (2023 - £1,941) and management services of £10,000 (2023 - £10,000) to Hartcran Investments Limited. At the year end £4,023 (2023 - £1,941) was due from Hartcran Investments.
28. | Controlling party
Kebbell Holdings Limited is under the control of N R M Kebbell and D H A Newport who between them exercise control over 37,754 shares (including 22,079 shares as trustees) representing 55.3% of the isssued share capital.
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