Registered number: 13591921
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
CANARY WHARF RETAIL LIMITED
CONTENTS
CANARY WHARF RETAIL LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors, in preparing this Strategic Report, have complied with section 414C of the Companies Act 2006.
This Strategic Report has been prepared for the company and not for the group of which it is a member and therefore focuses only on matters which are significant to the company.
This Strategic Report has been prepared for the company and not for the group of which it is a member and therefore focuses only on matters which are significant to the company.
During 2021, as a part of a restructuring to simplify the Canary Wharf group, the company acquired property interests in the retail malls at 1 Canada Square and 16-19 Canada Square and connected car park at Canary Wharf, London, from fellow subsidiary undertakings, for their market value.
During 2022, as a part of further restructuring to simplify the Canary Wharf group, the company acquired property interests in retail malls at Cabot Place, Canada Place and Jubilee Place and connected car parks at Canary Wharf, London, from fellow subsidiary undertakings, for their market values.
On 25 October 2024, as a part of further restructuring to simplify the Canary Wharf group, the company acquired property interests in the retail mall at Churchill Place and connected car park and Westferry Circus car park at Canary Wharf, London, from fellow subsidiary undertakings, for their market values.
During 2022, as a part of further restructuring to simplify the Canary Wharf group, the company acquired property interests in retail malls at Cabot Place, Canada Place and Jubilee Place and connected car parks at Canary Wharf, London, from fellow subsidiary undertakings, for their market values.
On 25 October 2024, as a part of further restructuring to simplify the Canary Wharf group, the company acquired property interests in the retail mall at Churchill Place and connected car park and Westferry Circus car park at Canary Wharf, London, from fellow subsidiary undertakings, for their market values.
As shown in the company's statement of comprehensive income, the company's profit after tax for the year was £58,013,133 (2023 - £25,698,512).
The statement of financial position shows the company's financial position at the year end and indicates net assets were £145,030,951 (2023 - £85,390,818).
On 25 October 2024, as a part of restructuring to simplify the Canary Wharf group, the company acquired property interests in the retail mall at Churchill Place and connected car park and Westferry Circus car park at Canary Wharf, London, from fellow subsidiary undertakings, for their market values.
The statement of financial position shows the company's financial position at the year end and indicates net assets were £145,030,951 (2023 - £85,390,818).
On 25 October 2024, as a part of restructuring to simplify the Canary Wharf group, the company acquired property interests in the retail mall at Churchill Place and connected car park and Westferry Circus car park at Canary Wharf, London, from fellow subsidiary undertakings, for their market values.
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CANARY WHARF RETAIL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
As a company engaged in property investment within Canary Wharf, we operate within a dynamic and multifaceted environment. Our business is subject to various risks and uncertainties, some of which may impact our operations, financial performance, and prospects. These risks arise from both external economic conditions and the operational nature of the business. The Company monitors these risks on a continuing basis and takes proactive steps to mitigate their potential impact.
In the current UK economic environment, risks are heightened by a combination of persistent inflation, elevated interest rates, and geopolitical uncertainties. Although UK interest rates have begun to decline in 2025 following a prolonged period of monetary tightening, financing conditions remain relatively constrained. Inflation remains above target due to sustained energy price volatility and labour market pressures, while international trade tensions, particularly with the U.S., have weakened demand for UK exports contributing to wider economic uncertainty. These macroeconomic pressures influence investor sentiment, development costs, and occupier demand across all property sectors.
Retail leasing conditions remain challenging due to cost pressures on tenants, changes in consumer behaviour, and the continued shift toward online retail. Despite this the group has been able to maintain a high level of footfall through increased diversification of the retail offering, including expanding into hospitality.
Financing and liquidity risk remain a key area of focus amid elevated interest rates and tighter credit conditions across the UK commercial real estate market. While the Group’s high-quality asset base and diversified income provide strong fundamentals, refinancing and funding of new developments require careful treasury management and lender engagement. This risk is considered minimal for the company as it finances its operations largely through surplus cash and intercompany financing.
To mitigate these risks, the company continues to take a disciplined and forward-looking approach to asset management and capital allocation. This involves closely monitoring market trends, identifying emerging demand patterns, and adapting our properties to meet evolving tenant needs. Additionally, fostering strong tenant relationships, offering flexible leasing terms, and enhancing the amenities and services within our retail buildings can help differentiate our properties in a competitive market environment. By staying agile and responsive to economic shifts, we aim to mitigate the impact of downturns and position our portfolio for long-term resilience and value creation.
In the current UK economic environment, risks are heightened by a combination of persistent inflation, elevated interest rates, and geopolitical uncertainties. Although UK interest rates have begun to decline in 2025 following a prolonged period of monetary tightening, financing conditions remain relatively constrained. Inflation remains above target due to sustained energy price volatility and labour market pressures, while international trade tensions, particularly with the U.S., have weakened demand for UK exports contributing to wider economic uncertainty. These macroeconomic pressures influence investor sentiment, development costs, and occupier demand across all property sectors.
Retail leasing conditions remain challenging due to cost pressures on tenants, changes in consumer behaviour, and the continued shift toward online retail. Despite this the group has been able to maintain a high level of footfall through increased diversification of the retail offering, including expanding into hospitality.
Financing and liquidity risk remain a key area of focus amid elevated interest rates and tighter credit conditions across the UK commercial real estate market. While the Group’s high-quality asset base and diversified income provide strong fundamentals, refinancing and funding of new developments require careful treasury management and lender engagement. This risk is considered minimal for the company as it finances its operations largely through surplus cash and intercompany financing.
To mitigate these risks, the company continues to take a disciplined and forward-looking approach to asset management and capital allocation. This involves closely monitoring market trends, identifying emerging demand patterns, and adapting our properties to meet evolving tenant needs. Additionally, fostering strong tenant relationships, offering flexible leasing terms, and enhancing the amenities and services within our retail buildings can help differentiate our properties in a competitive market environment. By staying agile and responsive to economic shifts, we aim to mitigate the impact of downturns and position our portfolio for long-term resilience and value creation.
To deliver sustainability, the Group integrate actions and targets into every phase of project delivery and are improving the environmental performance of existing facilities through effective retrofitting and facilities management. The Group aims to design, build and manage central London’s highest quality, best value and most sustainable office, retail and residential buildings and districts. In doing this, the Group works with all its stakeholders to create and nurture vibrant, inclusive communities that meet today’s economic, environmental and social needs while anticipating those of tomorrow for the benefit of the environment, tenants, employees, the community and stakeholders.
Stakeholder engagement is essential to shaping our corporate responsibility initiatives. We actively engage with investors, clients, employees, and local communities to understand their needs and concerns. By fostering open dialogue and collaboration, we ensure that our projects align with the interests and values of our diverse stakeholders.
Transparency is key to our commitment to accountability. We transparently report on our corporate responsibility efforts and performance, providing stakeholders with insights into our environmental, social, and governance (ESG) initiatives. By tracking our progress and sharing our successes and challenges, we demonstrate our dedication to continuous improvement in corporate responsibility practices.
By integrating corporate responsibility into every aspect of our property development operations, Canary Wharf Retail Limited strives to create value for our subsidiaries, clients, and communities while promoting sustainability and ethical practices in the real estate industry.
Further information can be found in the Canary Wharf Group Investment Holdings plc financial statements on the activities that the group participates in relating to sustainability.
Stakeholder engagement is essential to shaping our corporate responsibility initiatives. We actively engage with investors, clients, employees, and local communities to understand their needs and concerns. By fostering open dialogue and collaboration, we ensure that our projects align with the interests and values of our diverse stakeholders.
Transparency is key to our commitment to accountability. We transparently report on our corporate responsibility efforts and performance, providing stakeholders with insights into our environmental, social, and governance (ESG) initiatives. By tracking our progress and sharing our successes and challenges, we demonstrate our dedication to continuous improvement in corporate responsibility practices.
By integrating corporate responsibility into every aspect of our property development operations, Canary Wharf Retail Limited strives to create value for our subsidiaries, clients, and communities while promoting sustainability and ethical practices in the real estate industry.
Further information can be found in the Canary Wharf Group Investment Holdings plc financial statements on the activities that the group participates in relating to sustainability.
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CANARY WHARF RETAIL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Section 172(1) of the Companies Act 2006 requires that a director of a company must act in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole.
Given our principal activities in property development for sale to group subsidiaries and external companies, as well as holding leasehold interests in properties generating rental income, our Section 172 statement reflects our commitment to fulfilling our duties under the Companies Act 2006 while operating in a manner consistent with our role and responsibilities within the group structure.
We recognise that our success is intrinsically linked to the well-being of our stakeholders, including shareholders, employees, customers, suppliers, and the communities in which we operate. Therefore, we strive to balance the interests of these stakeholders in our decision-making processes, ensuring sustainable growth and long-term value creation. As a leading property investment and development company, we recognise the multifaceted nature of our stakeholders, including shareholders, tenants, local communities, and regulatory bodies. Through proactive engagement, we address their concerns, align our strategies with their expectations, and foster mutually beneficial relationships. For instance, in the development of the Canary Wharf estate and Wood Wharf, stakeholder input has been instrumental in shaping sustainable urban planning initiatives, enhancing community infrastructure, and promoting economic growth in the surrounding areas.
Our primary obligation lies with our shareholder, Stork HoldCo LP, and our actions are guided by the objective of maximising shareholder value and ensuring the long-term success of the group. We maintain open channels of communication with shareholders, providing regular updates on our performance, strategy, and governance practices. Furthermore, we prioritise effective risk management and compliance with legal and regulatory requirements to safeguard shareholder interests and enhance transparency.
While we do not have direct employees, we recognise our responsibility to prioritise the concerns and expectations of shareholders, customers, suppliers, and the wider community in its decision-making processes. By maintaining transparent communication channels and fostering collaborative partnerships, Canary Wharf Limited aims to ensure that the needs of its stakeholders are effectively addressed and reflected in the strategic direction of the group.
The Board acknowledges its obligations under the Companies (Miscellaneous Reporting) Regulations 2018, in view of the structure outlined in the Strategic Report for the financial year ended 31 December 2024, the Company has not applied any corporate governance code under the Companies (Miscellaneous Reporting) Regulations 2018. The Board is however, committed to maintain the highest standards of corporate governance, where appropriate for a company of its size. Our governance practices prioritise transparency, accountability, and effective communication with Canary Wharf Group Investment Holdings plc, ensuring that our activities are aligned with the group's overall mission and values.
Given our principal activities in property development for sale to group subsidiaries and external companies, as well as holding leasehold interests in properties generating rental income, our Section 172 statement reflects our commitment to fulfilling our duties under the Companies Act 2006 while operating in a manner consistent with our role and responsibilities within the group structure.
We recognise that our success is intrinsically linked to the well-being of our stakeholders, including shareholders, employees, customers, suppliers, and the communities in which we operate. Therefore, we strive to balance the interests of these stakeholders in our decision-making processes, ensuring sustainable growth and long-term value creation. As a leading property investment and development company, we recognise the multifaceted nature of our stakeholders, including shareholders, tenants, local communities, and regulatory bodies. Through proactive engagement, we address their concerns, align our strategies with their expectations, and foster mutually beneficial relationships. For instance, in the development of the Canary Wharf estate and Wood Wharf, stakeholder input has been instrumental in shaping sustainable urban planning initiatives, enhancing community infrastructure, and promoting economic growth in the surrounding areas.
Our primary obligation lies with our shareholder, Stork HoldCo LP, and our actions are guided by the objective of maximising shareholder value and ensuring the long-term success of the group. We maintain open channels of communication with shareholders, providing regular updates on our performance, strategy, and governance practices. Furthermore, we prioritise effective risk management and compliance with legal and regulatory requirements to safeguard shareholder interests and enhance transparency.
While we do not have direct employees, we recognise our responsibility to prioritise the concerns and expectations of shareholders, customers, suppliers, and the wider community in its decision-making processes. By maintaining transparent communication channels and fostering collaborative partnerships, Canary Wharf Limited aims to ensure that the needs of its stakeholders are effectively addressed and reflected in the strategic direction of the group.
The Board acknowledges its obligations under the Companies (Miscellaneous Reporting) Regulations 2018, in view of the structure outlined in the Strategic Report for the financial year ended 31 December 2024, the Company has not applied any corporate governance code under the Companies (Miscellaneous Reporting) Regulations 2018. The Board is however, committed to maintain the highest standards of corporate governance, where appropriate for a company of its size. Our governance practices prioritise transparency, accountability, and effective communication with Canary Wharf Group Investment Holdings plc, ensuring that our activities are aligned with the group's overall mission and values.
The group manages its operations on a unified basis. For this reason, the company's directors believe that key performance indicators specific to the company are not necessary or appropriate for an understanding of the development, performance or position of its business. The performance of the group, which includes the company, is discussed in the Annual Report of Canary Wharf Group Investment Holdings plc, which does not form part of this report.
This report was approved by the board on 26 August 2025 and signed on its behalf.
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CANARY WHARF RETAIL 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.
On 25 October 2024, as a part of restructuring to simplify the Canary Wharf group, the company acquired property interests in the retail mall at Churchill Place and connected car park and Westferry Circus car park at Canary Wharf, London, from fellow subsidiary undertakings, for their market values.
The profit for the year, after taxation, amounted to £58,013,133 (2023 - £25,698,512).
Dividends of £21,200,000 (2023: £Nil) have been paid for the year and to the date of this report.
The directors who served during the year and up to the date of signing were:
QUALIFIED THIRD-PARTY INDEMNITY PROVISIONS
The Company has in place a qualifying third-party indemnity provision for all directors (to the extent permitted by law) in respect of liabilities incurred as a result of their office. The Company also has in place liability insurance covering the directors and officers of the company and any associated companies. Both the indemnity and insurance were in force during the period ended 31 December 2024 and at the time of the approval of this Directors' Report. Neither the indemnity nor the insurance provide cover in the event that the director is proven to have acted dishonestly or fraudulently.
The company will continue to hold property interests in its retail malls at Cabot Square, Canada Square, Jubilee Place and Churchill Place, Canary Wharf, London and adjoining car parks in pursuit of rental income.
The principal risks and uncertainties of the company are contained within the Strategic Report. The financial risk management objectives and policies are managed at a group level and are not material to the company.
For details in respect of post balance sheet events refer to Note 16.
For details in respect of going concern refer to Note 2.
Details on how the company has fostered relationships with suppliers, customers and others can be found within the Strategic Report on pages 1-3.
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CANARY WHARF RETAIL LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The Company has taken the group and subsidiary exemption from providing carbon and energy information provided by The Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018.
This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.
Deloitte LLP have indicated their willingness to continue as auditors to the company.
This report was approved by the board on 26 August 2025 and signed on its behalf.
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CANARY WHARF RETAIL LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
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 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 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 comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements and other information included in Directors' Reports may differ from legislation in other jurisdictions.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements and other information included in Directors' Reports may differ from legislation in other jurisdictions.
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CANARY WHARF RETAIL LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CANARY WHARF RETAIL LIMITED
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS
OPINION
We have audited the financial statements which comprise:
∙the statement of comprehensive income;
∙the statement of financial position;
∙the statement of changes in equity; and
∙the related notes 1 to 17.
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).
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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council’s (the ‘FRC’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 company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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CANARY WHARF RETAIL LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CANARY WHARF RETAIL LIMITED
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.
RESPONSIBILITIES OF DIRECTORS
As explained more fully in the directors’ responsibilities statement, 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 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 company or to cease operations, or have no realistic alternative but to do so.
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 financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
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CANARY WHARF RETAIL LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CANARY WHARF RETAIL LIMITED
EXTENT TO WHICH THE AUDIT WAS CONSIDERED CAPABLE OF DETECTING IRREGULARITIES, INCLUDING FRAUD
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.
We considered the nature of the company’s industry and its control environment, and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management and the directors about their own identification and assessment of the risks of irregularities, including those that are specific to the company’s business sector.
We obtained an understanding of the legal and regulatory frameworks that the company operates in, and identified the key laws and regulations that:
∙had a direct effect on the determination of material amounts and disclosures in the financial statements. These included UK Companies Act, and relevant tax legislation; and
∙do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.
We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
As a result of performing the above, we identified the greatest potential for fraud in the following area, and our procedures performed to address it are described below:
Investment Property Portfolio: We have identified a fraud risk in the valuation of investment property, pinpointed specifically to the risk of management manipulation of the information provided to the valuers including lease length and rental values, which the valuers rely on during their valuation process. Our audit procedures included obtaining an understanding of the relevant controls in the investment properties' valuation and validating the tenancy data sent to the valuers for completeness and accuracy by agreeing a sample of data through to underlying lease agreements.
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
In addition to the above, our procedures to respond to the risks identified included the following:
∙reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
∙performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
∙enquiring of management and in-house legal counsel concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and
∙reading minutes of meetings of those charged with governance.
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CANARY WHARF RETAIL LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CANARY WHARF RETAIL LIMITED
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
Opinions 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 strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified any material misstatements in the strategic report or the directors’ report.
Matters on which we are required to report by exception
Under the Companies Act 2006 we are required to report in respect of the following matters if, in our opinion:
∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
∙the 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.
We have nothing to report in respect of these matters.
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.
Statutory Auditor
Aberdeen, United Kingdom
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CANARY WHARF RETAIL LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
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CANARY WHARF RETAIL LIMITED
REGISTERED NUMBER: 13591921
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 26 August 2025 .
The notes on pages 14 to 23 form part of these financial statements.
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CANARY WHARF RETAIL LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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CANARY WHARF RETAIL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Canary Wharf Retail Limited is a private company limited by shares incorporated in the UK under the Companies Act 2006 and registered in England and Wales at One Canada Square, Canary Wharf, London, E14 5AB.
The nature of the company's operations and its principal activities are set out in the Directors' Report.
The nature of the company's operations and its principal activities are set out in the Directors' Report.
2.ACCOUNTING POLICIES
The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value and in accordance with United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice, including FRS 102 “the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland”).
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies (see Note 3).
The company meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it in respect of its separate financial statements. The company is consolidated in the financial statements of its parent, Canary Wharf Group Investment Holdings Plc. Copies of the financial statements may be obtained from the Company Secretary, One Canada Square, Canary Wharf, London E14 5AB.
The functional currency of the company is considered to be pounds sterling because that is the currency of the primary economic environment in which they operate.
The principal accounting policies have been applied consistently throughout the year and the preceding year and are summarised below:
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies (see Note 3).
The company meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it in respect of its separate financial statements. The company is consolidated in the financial statements of its parent, Canary Wharf Group Investment Holdings Plc. Copies of the financial statements may be obtained from the Company Secretary, One Canada Square, Canary Wharf, London E14 5AB.
The functional currency of the company is considered to be pounds sterling because that is the currency of the primary economic environment in which they operate.
The principal accounting policies have been applied consistently throughout the year and the preceding year and are summarised below:
In assessing the going concern basis of the company the directors have considered a period of at least 12 months from the date of approval of these financial statements.
At the year end, the company is in a net asset position, but has net current liabilities. Included within liabilities were intercompany creditors of £600,425,802, which to the extent that the company cannot pay, will not be called in for at least a period of 12 months from the signing date of the financial statements as confirmed by the ultimate parent company Stork Holdco LP.
Having made the requisite enquiries and assessed the resources at the disposal of the company, the directors have a reasonable expectation that the company will have adequate resources to continue its operation for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
At the year end, the company is in a net asset position, but has net current liabilities. Included within liabilities were intercompany creditors of £600,425,802, which to the extent that the company cannot pay, will not be called in for at least a period of 12 months from the signing date of the financial statements as confirmed by the ultimate parent company Stork Holdco LP.
Having made the requisite enquiries and assessed the resources at the disposal of the company, the directors have a reasonable expectation that the company will have adequate resources to continue its operation for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
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CANARY WHARF RETAIL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.ACCOUNTING POLICIES (CONTINUED)
The company has taken the exemption from preparing the cash flow statement under Section 1.12(b) as it is a member of a group where the parent of the group prepares publicly available consolidated accounts which are intended to give a true and fair view.
Rental income from operating leases is recognised in the Income Statement on a straight line basis over the term of the lease. Lease incentives granted, including rent free periods, are recognised as an integral part of the net consideration for the use of the property and are therefore also recognised on the same straight line basis. Direct costs incurred in negotiating and arranging new leases are also amortised on the same straight line basis. Contingent rents, being those lease payments that are not fixed at the inception of a lease, for example turnover rents, are recorded in the periods in which they are earned.
Revenue is measured at the transaction price of the consideration received or receivable and is stated net of VAT.
Revenue is measured at the transaction price of the consideration received or receivable and is stated net of VAT.
Investment properties, including land and buildings held for development and investment properties under construction, are measured initially at cost including related transaction costs. The finance costs associated with direct expenditure on properties under construction or undergoing refurbishment are capitalised.
Where an investment property interest is acquired under a lease the associated lease liability is initially recognised at the lower of the fair value and the present value of the minimum lease payments including any initial premium. Lease payments are apportioned between the finance charge and a reduction in the outstanding obligation for future amounts payable. The total finance charge is allocated to accounting periods over the lease term so as to produce a constant periodic charge to the remaining balance of the obligation for each accounting period.
Investment properties are subsequently revalued, at each reporting date, to an amount comprising the fair value of the property interest plus the carrying value of the associated lease liability less separately identified accrued rent, amortised lease incentives and negotiation costs. The gain or loss on remeasurement is recognised in the income statement.
Where an investment property interest is acquired under a lease the associated lease liability is initially recognised at the lower of the fair value and the present value of the minimum lease payments including any initial premium. Lease payments are apportioned between the finance charge and a reduction in the outstanding obligation for future amounts payable. The total finance charge is allocated to accounting periods over the lease term so as to produce a constant periodic charge to the remaining balance of the obligation for each accounting period.
Investment properties are subsequently revalued, at each reporting date, to an amount comprising the fair value of the property interest plus the carrying value of the associated lease liability less separately identified accrued rent, amortised lease incentives and negotiation costs. The gain or loss on remeasurement is recognised in the income statement.
The directors have taken advantage of the exemption in paragraph 1.12c of FRS 102 allowing the company not to disclose the summary of financial instruments by the categories specified in paragraph 11.41.
Trade and other receivables
Trade and other receivables are recognised initially at fair value. A provision for impairment is established where there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtor concerned.
Cash and cash equivalents
Cash and cash equivalents comprise cash balances, deposits held with banks and other short term highly liquid investments with original maturities of 3 months or less, which are held for the purpose of meeting short term cash commitments.
Trade and other receivables
Trade and other receivables are recognised initially at fair value. A provision for impairment is established where there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtor concerned.
Cash and cash equivalents
Cash and cash equivalents comprise cash balances, deposits held with banks and other short term highly liquid investments with original maturities of 3 months or less, which are held for the purpose of meeting short term cash commitments.
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CANARY WHARF RETAIL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.ACCOUNTING POLICIES (CONTINUED)
Trade and other payables
Trade and other creditors are stated at cost.
Borrowings
Standard loans payable are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, loans payable are stated at amortised cost with any difference between the amount initially recognised and the redemption value being recognised in the Income Statement over the period of the loan, using the effective interest method.
Subsequent to initial recognition, loans payable are stated at amortised cost with any difference between the amount initially recognised and the redemption value being recognised in the Income Statement over the period of the loan, using the effective interest method.
The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash flows (including all fees that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability.
Where loans are subject to contractual terms and arrangements that are non-standard they are carried at fair value. The fair value is assessed as the present value of most likely cash flows, subject to the limitations of the underlying terms. Any movements are recognised in the income statement.
Trade and other creditors are stated at cost.
Borrowings
Standard loans payable are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, loans payable are stated at amortised cost with any difference between the amount initially recognised and the redemption value being recognised in the Income Statement over the period of the loan, using the effective interest method.
Subsequent to initial recognition, loans payable are stated at amortised cost with any difference between the amount initially recognised and the redemption value being recognised in the Income Statement over the period of the loan, using the effective interest method.
The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash flows (including all fees that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability.
Where loans are subject to contractual terms and arrangements that are non-standard they are carried at fair value. The fair value is assessed as the present value of most likely cash flows, subject to the limitations of the underlying terms. Any movements are recognised in the income statement.
Current tax is provided at amounts expected to be paid or recovered using the tax rates and laws that have been enacted or substantively enacted at the balance sheet date.
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CANARY WHARF RETAIL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The preparation of financial statements also requires use of judgements, apart from those involving estimation, that management makes in the process of applying the entity’s accounting policies.
Valuation of investment properties
The company uses valuations performed by independent valuers as the fair value of its properties. The valuations are based upon assumptions including future rental income, anticipated void costs and the appropriate discount rate or yield. The valuers also make reference to market evidence of transaction prices for similar properties (Note 10).
For the year ended 31 December 2024, the financial statements of the company did not contain any significant items that required the application of judgements, apart from those involving estimation.
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CANARY WHARF RETAIL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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CANARY WHARF RETAIL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
9.TAXATION (CONTINUED)
The company is a member of a REIT headed by Stork Holdings Limited. As a consequence all qualifying property rental business is exempt from corporation tax. Only income and expenses relating to non-qualifying activities will continue to be taxable.
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CANARY WHARF RETAIL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
10.INVESTMENT PROPERTY (CONTINUED)
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CANARY WHARF RETAIL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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CANARY WHARF RETAIL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The company was incorporated on 30 August 2021 with one ordinary £1 share capital which was issued at par.
On 16 December 2024 the company issued an additional £1 of share capital at a premium of £22,826,999.
On 16 December 2024 the company issued an additional £1 of share capital at a premium of £22,826,999.
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CANARY WHARF RETAIL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Subsequent to the year end, on 11 April 2025, the Company borrowed £317,099,619 from Canary Wharf Limited, a fellow subsidiary undertaking, as part of temporary intercompany funding which is interest free and repayable on demand.
On the same day, the company repaid £317,812,513 less reallocation of fees of £712,894 of the loan owed to a fellow subsidiary undertaking, repaying both tranches as detailed in Note 13 in full.
On 14 April 2025, the Company issued 1 ordinary £1 share for a premium of £210,773,406.
On the same day, the Company borrowed £35,235,000 from its parent as an interest free loan repayable on demand. In addition to this, the Company repaid £246,008,406 to Canary Wharf Limited, a fellow subsidiary undertaking, as a part repayment of the temporary intercompany funding issued on 11 April 2025.
On the same day, the company repaid £317,812,513 less reallocation of fees of £712,894 of the loan owed to a fellow subsidiary undertaking, repaying both tranches as detailed in Note 13 in full.
On 14 April 2025, the Company issued 1 ordinary £1 share for a premium of £210,773,406.
On the same day, the Company borrowed £35,235,000 from its parent as an interest free loan repayable on demand. In addition to this, the Company repaid £246,008,406 to Canary Wharf Limited, a fellow subsidiary undertaking, as a part repayment of the temporary intercompany funding issued on 11 April 2025.
The company's immediate parent undertaking is Canary Wharf Retail Finance Limited. The shares were transferred from Canary Wharf Investments Limited on 25 October 2024.
As at 31 December 2024, the smallest group of which the company is a member and for which group financial statements are drawn up is the consolidated financial statements of Canary Wharf Group Investment Holdings Plc. Copies of the financial statements may be obtained from the Company Secretary, One Canada Square, Canary Wharf, London E14 5AB.
The largest group of which the company is a member for which group financial statements are drawn up is the consolidated financial statements of Stork HoldCo LP, an entity registered in Bermuda and the ultimate parent undertaking and controlling party. Stork HoldCo LP is registered at 73 Front Street, 5th Floor, Hamilton HM12, Bermuda.
Stork HoldCo LP is controlled as to 50% by Brookfield Property Partners LP and as to 50% by Qatar Investment Authority.
The directors have taken advantage of the exemption in paragraph 33.1A of FRS 102 allowing the company not to disclose related party transactions with respect to other wholly-owned group companies.
As at 31 December 2024, the smallest group of which the company is a member and for which group financial statements are drawn up is the consolidated financial statements of Canary Wharf Group Investment Holdings Plc. Copies of the financial statements may be obtained from the Company Secretary, One Canada Square, Canary Wharf, London E14 5AB.
The largest group of which the company is a member for which group financial statements are drawn up is the consolidated financial statements of Stork HoldCo LP, an entity registered in Bermuda and the ultimate parent undertaking and controlling party. Stork HoldCo LP is registered at 73 Front Street, 5th Floor, Hamilton HM12, Bermuda.
Stork HoldCo LP is controlled as to 50% by Brookfield Property Partners LP and as to 50% by Qatar Investment Authority.
The directors have taken advantage of the exemption in paragraph 33.1A of FRS 102 allowing the company not to disclose related party transactions with respect to other wholly-owned group companies.
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