ACCOUNTS - Final Accounts

Registered number: 13513337

MREF IV COLCHESTER HOLDINGS LIMITED

UNAUDITED

DIRECTORS' REPORT
AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED
31 DECEMBER 2024

MREF IV COLCHESTER HOLDINGS LIMITED

COMPANY INFORMATION

Directors	Marc Gilbard
	Charles Ferguson-Davie
	Steven Hall (appointed 1 October 2024)
	Sadie Malim (appointed 1 October 2024)


Registered number	13513337


Registered office	10 Grosvenor Street
	Mayfair
	London
	W1K 4QB

MREF IV COLCHESTER HOLDINGS LIMITED

CONTENTS

	Page
Directors' Report	1 - 2
Statement of Income and Retained Earnings	3
Balance Sheet	4
Notes to the Financial Statements	5 - 10

MREF IV COLCHESTER 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' responsibilities statement

The Directors are responsible for preparing the Directors' Report and the 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 of the profit or loss of the Company for that period.

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;

∙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 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.

Principal activity

The principal activity of the Company in the period under review was that of a holding company.

Results and dividends

The loss for the year, after taxation, amounted to £9,000 (2023 - loss £12,000).

No dividends were declared or paid in the current and prior year.

Directors

The Directors who served during the year were:

Marc Gilbard

Charles Ferguson-Davie

Steven Hall (appointed 1 October 2024)

Sadie Malim (appointed 1 October 2024)

Page 1

MREF IV COLCHESTER HOLDINGS LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Going concern

The financial statements have been prepared on the going concern basis which assumes that the Group and Company will continue in operational existence for the foreseeable future. In assessing the Group and Company's ability to continue as a going concern, the Directors have reviewed the trading and cash flow forecasts of the Group and Company against the available financing facilities and covenants which include the Directors' assessment of the impact of economic environment. The Company owes £16,647,000 (2023 - £15,797,000) to its parent companies; MREF IV GP Ltd on behalf of MREF IV “A” Limited Partnership, MREF IV “B” Limited Partnership and MREF IV “PC” Limited Partnership and MREF IV Lux GP Sarl on behalf of MREF IV “C” SCSp. This debt is interest free and repayable on demand. The Group and Company have received confirmation from MREF IV GP Ltd on behalf of MREF IV “A” Limited Partnership, MREF IV “B” Limited Partnership and MREF IV “PC” Limited Partnership and MREF IV Lux GP Sarl on behalf of MREF IV “C” SCSp as ultimate controlling party that they do not intend to recall any of the loans owed by the Group and Company within the next 12 months of signing the accounts.

Small companies note

In preparing this report, the Directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

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

Steven Hall

Director

Date: 23 September 2025

Page 2

MREF IV COLCHESTER HOLDINGS LIMITED

STATEMENT OF INCOME AND RETAINED EARNINGS

FOR THE YEAR ENDED 31 DECEMBER 2024

	2024	2023
	£000	£000


Administrative expenses		(9)	(12)
Operating loss		(9)	(12)
Tax on loss	5	-	-
Loss after tax		(9)	(12)



Retained deficit at the beginning of the year	(15)	(3)
Loss for the year	(9)	(12)
Retained earnings at the end of the year	(24)	(15)

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

The notes on pages 5 to 10 form part of these financial statements.

Page 3

MREF IV COLCHESTER HOLDINGS LIMITED

REGISTERED NUMBER: 13513337

BALANCE SHEET

AS AT 31 DECEMBER 2024

		2024		2023
Note		£000		£000


Current assets
Debtors: amounts falling due within one year	6	16,647		15,797
Cash at bank and in hand	7	2		3
		16,649		15,800
Current liabilities
Creditors: amounts falling due within one year	8	(16,673)		(15,815)
Net current liabilities			(24)		(15)
Total assets less current liabilities			(24)		(15)

Net liabilities			(24)		(15)

Capital and reserves
Called up share capital	9	-	-
Profit and loss account	10	(24)	(15)
		(24)	(15)

The Directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

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 financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

Steven Hall

Director

Date: 23 September 2025

The notes on pages 5 to 10 form part of these financial statements.

Page 4

MREF IV COLCHESTER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

MREF IV Colchester Holdings Limited is a private company, limited by shares and incorporated in England and Wales, registration number 13513337. The registered office address is 10 Grosvenor Street, Mayfair, London, W1K 4QB.

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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 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).

These financial statements are presented in sterling, which is the functional currency of the Company and rounded to the nearest £'000 unless otherwise stated.

The following principal accounting policies have been applied:

2.2

Compliance with accounting standards

The financial statements have been prepared using FRS102, the financial reporting standard applicable in the UK and Republic of Ireland, including the disclosure and presentation requirements of Section 1A, applicable to small companies. There were no material departures from that standard.

2.3

Exemption from preparing consolidated financial statements

The Company, and the Group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts.

2.4

Going concern

2.5

Interest income

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

Page 5

MREF IV COLCHESTER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.6

Taxation

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

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

2.7

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.8

Debtors

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

2.9

Cash and cash equivalents

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

2.10

Creditors

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

2.11

Financial instruments

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

Financial instruments are recognised in the Company's Balance Sheet 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.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs 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 Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Page 6

MREF IV COLCHESTER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.11

Financial instruments (continued)

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables 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.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

Page 7

MREF IV COLCHESTER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

3.	Judgements in applying accounting policies and key sources of estimation uncertainty

In preparing the financial statements, management is required to make judgements, estimates and assumptions which affect reported income, expenses, assets, liabilities and disclosure of contingent assets and liabilities. Use of available information and application of judgement are inherent in the formation of estimates, together with past experience and expectations of future events that are believed to be reasonable under the circumstances. Actual results in the future could differ from such estimates.
The Directors do not consider the Company to have any key sources of estimation uncertainty.

Employees

The Company has no employees other than the Directors, who did not receive any remuneration (2023 - £NIL).

5.	Taxation

		2024	2023
		£000	£000


Current tax on profits for the year	-	-

Total current tax	-	-

Factors affecting tax charge for the year
The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 23.5%). The differences are explained below:
	2024	2023
	£000	£000

Loss on ordinary activities before tax

(9)

(12)

Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)	(2)	(3)
Effects of:
Unrelieved tax losses carried forward	2	3
Total tax charge for the year	-	-

Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 8

MREF IV COLCHESTER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Debtors

					2024	2023
					£000	£000


Amounts owed by group undertakings	16,647	15,797

Amounts owed by group undertakings are interest free and repayable on demand. Whilst repayable on demand, the amounts owed by group undertakings are not expected to be recovered in full over the course of the next 12 months.

7.	Cash and cash equivalents
		2024	2023
		£000	£000

	Cash at bank and in hand	2	3

8.	Creditors: Amounts falling due within one year
		2024	2023
		£000	£000

Amounts owed to group undertakings	16,668	15,810
Accruals and deferred income	5	5
	16,673	15,815

Amounts owed to group undertakings are unsecured, interest free and repayable on demand. Whilst repayable on demand, the amounts owed to group undertakings are not expected to be paid in full over the course of the next 12 months.

9.	Share capital
		2024	2023
		£	£

Allotted, called up and fully paid

10,000 (2023 - 10,000) Ordinary shares of £0.01 each	100	100

10.

Reserves

Profit and loss account

The profit and loss account represents cumulative profits and losses net of all adjustments.

Page 9

MREF IV COLCHESTER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

11.	Related party transactions
	The Company is exempt under the terms of Financial Reporting Standard 102 (FRS 102) paragraph 33.1A, from disclosing related party transactions with other group companies, on the grounds that 100% of the voting rights in the Company are controlled with the Group.

12.	Controlling party

The Company's ultimate controlling parties are as follows:

∙MREF IV "A" Limited Partnership;

∙MREF IV "B" Limited Partnership;

∙MREF IV "PC" Limited Partnership; and

∙MREF IV "C" SCSp (registered in Luxembourg)

These are all limited partnerships registered in England and Wales unless otherwise stated.

Page 10