REGISTERED NUMBER: 00820576 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

SHELLWIN LIMITED

Page

Company Information

1

Accountants' Report

2

Statement of Financial Position

3

to

4

Notes to the Financial Statements

5

to

10

DIRECTORS:

Mrs S J Shellabear

Mrs H A L Shellabear Peck

SECRETARY:

Mrs S J Shellabear

REGISTERED OFFICE:

The Estate Office 1st Floor

8 Boston Drive

Bourne End

Buckinghamshire

SL8 5YS

REGISTERED NUMBER:

00820576 (England and Wales)

ACCOUNTANTS:

Seymour Taylor Limited

First Floor North

40 Oxford Road

High Wycombe

Buckinghamshire

HP11 2EE

The following reproduces the text of the report prepared for the directors in respect of the company's annual unaudited financial statements. In accordance with the Companies Act 2006, the company is only required to file a Statement of Financial Position. Readers are cautioned that the Income Statement and certain other primary statements and the Report of the Directors are not required to be filed with the Registrar of Companies.

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Shellwin Limited for the year ended 31 December 2024 which comprise the Income Statement, Statement of Financial Position, Statement of Changes in Equity and the related notes from the company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed within the ICAEW's regulations and guidance at http://www.icaew.com/en/membership/regulations-standards-and-guidance.

This report is made solely to the Board of Directors of Shellwin Limited, as a body, in accordance with our terms of engagement. Our work has been undertaken solely to prepare for your approval the financial statements of Shellwin Limited and state those matters that we have agreed to state to the Board of Directors of Shellwin Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Shellwin Limited and its Board of Directors, as a body, for our work or for this report.

It is your duty to ensure that Shellwin Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and profit of Shellwin Limited. You consider that Shellwin Limited is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or a review of the financial statements of Shellwin Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

Seymour Taylor Limited

First Floor North

40 Oxford Road

High Wycombe

Buckinghamshire

HP11 2EE

26 September 2025

FIXED ASSETS

Tangible assets

4

881,362

1,002,849

Investments

5

2

2

Investment property

6

18,050,000

17,805,600

18,931,364

18,808,451

CURRENT ASSETS

Debtors

7

201,256

231,627

Cash at bank

458,743

167,603

659,999

399,230

CREDITORS

Amounts falling due within one year

8

984,115

1,158,929

NET CURRENT LIABILITIES

(324,116

)

(759,699

)

TOTAL ASSETS LESS CURRENT LIABILITIES

18,607,248

18,048,752

CREDITORS

Amounts falling due after more than one year

9

(6,376,012

)

(6,452,352

)

PROVISIONS FOR LIABILITIES

(1,133,679

)

(1,084,421

)

NET ASSETS

11,097,557

10,511,979

CAPITAL AND RESERVES

Called up share capital

12

380,000

380,000

Fair value reserve

13

6,346,969

6,162,469

Retained earnings

4,370,588

3,969,510

SHAREHOLDERS' FUNDS

11,097,557

10,511,979

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 26 September 2025 and were signed on its behalf by:

Mrs H A L Shellabear Peck - Director

1.	GENERAL INFORMATION

Shellwin Limited is a private company limited by shares and incorporated in England and Wales. The address of the company's registered office is The Estate Office 1st Floor, 8 Boston Drive, Bourne End, Buckinghamshire, SL8 5YS. The registered number is 00820576.

The presentation currency of these financial statements is Sterling (£), being the currency of the primary economic market in which the entity operates (its functional currency). All amounts in these financial statements have been rounded to the nearest pound unless stated otherwise.

The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with the provisions of Section 1A "Small Entities" of Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value.

The directors have assessed expected future cashflows, giving due consideration to all relevant factors affecting the company. The directors have considered the potential impact on the company as well as its capital resources and believe that the company has adequate resources in place to continue in operation for at least twelve months from the date of approval of the financial statements. Consequently, the company continues to adopt the going concern basis in preparing these financial statements.

Turnover

Turnover comprises rent and other property related income invoiced to tenants, exclusive of value added tax and is recognised in the period to which it relates.

Sales of properties are recognised on exchange of contracts and investments when the sale is completed.

Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings

Not depreciated

Fixtures and fittings

7 years

Motor vehicles

4 years

Investments in subsidiaries

Investments in subsidiaries are carried at cost less impairment.

Investment property

Investment properties are properties which are held either to earn rental income or for capital appreciation or for both.

Investment properties are measured at cost upon initial recognition. The initial cost of the property comprises of its purchase price and any directly attributable expenditure.

Subsequently, investment property is measured at fair value at each reporting date with changes in fair value recognised in profit or loss in the period that they arise. No depreciation is provided in respect of investment properties applying the fair value model.

Financial instruments

The company has applied the provisions of Section 11 "Basic Financial Instruments" and Section 12 "Other Financial Instrument Issues" of FRS 102 to its financial statements.

Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the statement of financial position. Finance costs and gains or losses relating to financial liabilities are included in the income statement. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.

Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.

Taxation

Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the income statement except to the extent that it relates to items recognised directly in equity or other comprehensive income, in which case it is recognised directly in equity or other comprehensive income.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the statement of financial position date, and any adjustment to tax payable in respect of previous years.

Deferred tax is provided on timing differences which arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements. Differences between accumulated depreciation and tax allowances for the cost of a fixed asset, if and when all conditions for retaining the tax allowances have been met, are not provided for. Deferred tax is not recognised on permanent differences arising because certain types of income or expense are non-taxable or are disallowable for tax or because certain tax charges or allowances are greater or smaller than the corresponding income or expense.

Deferred tax is measured at the tax rate that is expected to apply to the reversal of the related difference, using tax rates enacted or substantively enacted at the statement of financial position date. Deferred tax balances are not discounted.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Transactions denominated in foreign currencies are translated into Sterling at the rate of exchange ruling at the date of the transaction. Monetary assets and liabilities at the period end denominated in a foreign currency are translated into Sterling at the rate of exchange ruling at the statement of financial position date. Exchange differences are taken into account when arriving at the operating profit.

Hire purchase and leasing commitments

Assets acquired and held under finance lease or hire purchase contracts are capitalised in the statement of financial position. Those held under finance leases are depreciated over the shorter of the lease term and the estimated useful life of the asset. Those held under hire purchase contracts are depreciated over the estimated useful life of the asset.

Minimum lease payments are apportioned between the finance charge and the reduction of the outstanding lease liability using the effective interest method. The related obligation, exclusive of finances charges allocated to future periods, is recognised as a liability with the finance element charged to the income statement over the relevant period.

Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged against profits on a straight line basis over the period of the lease.

Retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 4 (2023 - 5 ) .

4.	TANGIBLE FIXED ASSETS

Fixtures

Freehold

and

Motor

property

fittings

vehicles

Totals

£

£

£

£

COST

At 1 January 2024

155,424

943,919

-

1,099,343

Additions

-

996

16,490

17,486

At 31 December 2024

155,424

944,915

16,490

1,116,829

DEPRECIATION

At 1 January 2024

-

96,494

-

96,494

Charge for year

-

134,850

4,123

138,973

At 31 December 2024

-

231,344

4,123

235,467

NET BOOK VALUE

At 31 December 2024

155,424

713,571

12,367

881,362

At 31 December 2023

155,424

847,425

-

1,002,849

5.	FIXED ASSET INVESTMENTS

Shares in

group

undertaking

£

COST

At 1 January 2024

and 31 December 2024

2

NET BOOK VALUE

At 31 December 2024

2

At 31 December 2023

2

6.	INVESTMENT PROPERTY

Total

£

FAIR VALUE

At 1 January 2024

17,805,600

Revaluations

244,400

At 31 December 2024

18,050,000

NET BOOK VALUE

At 31 December 2024

18,050,000

At 31 December 2023

17,805,600

The investment properties are carried at their fair values, which have been determined by the directors on an open market valuation basis at the statement of financial position date, with any gains or losses recognised through the income statement.

In respect of the investment properties stated at valuations above, the comparable historical cost values excluding all revaluations to date are as follows:

2024

2023

£

£

Historical cost

10,758,157

10,758,157

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade debtors

174,724

218,375

Other debtors

26,532

13,252

201,256

231,627

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Bank loans and overdrafts

62,600

186,211

Trade creditors

84,700

90,293

Amounts owed to group undertakings

12,000

7,000

Taxation and social security

245,758

32,120

Other creditors

579,057

843,305

984,115

1,158,929

9.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

£

£

Bank loans

5,740,012

5,800,020

Other creditors

636,000

652,332

6,376,012

6,452,352

10.	LEASING AGREEMENTS

The total financial commitments in respect of operating leases as at the year end date amounted to £41,583 (2023 - £21,062).

11.	SECURED DEBTS

Bank loans totalling £5,800,020 (2023 - £5,860,020) are secured by first legal charges over investment properties.

12.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

380,000

Ordinary

£1

380,000

380,000

13.

RESERVES

Fair value reserve

£

At 1 January 2024

6,162,469

Revaluation of investment properties

244,400

Deferred tax on revaluation of investment properties

(59,900

)

At 31 December 2024

6,346,969

The tax treatment of items included above is the recognition of the movement in the deferred tax liability which will be due on the sale of investment properties.

14.	CAPITAL COMMITMENTS

Amounts contracted for but not provided in the financial statements:

2024

2023

£

£

Acquisition of tangible fixed assets

-

46,731

15.	ULTIMATE PARENT COMPANY

The directors consider Shellwin Holdings Limited to be the immediate parent company and the ultimate parent company.