Company registration number 01693290 (England and Wales)
CULHAM LIMITED
ANNUAL REPORT AND
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
CULHAM LIMITED
COMPANY INFORMATION
Directors
Mrs K Sivananthan
Dr A Sivananthan
Secretary
Mrs K Sivananthan
Company number
01693290
Registered office
31/33 Commercial Road
Poole
Dorset
BH14 0HU
Auditor
Morris Lane
31/33 Commercial Road
Poole
Dorset
BH14 0HU
CULHAM LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Directors' responsibilities statement
4
Independent auditor's report
5 - 8
Income statement
9
Statement of comprehensive income
10
Statement of financial position
11
Statement of changes in equity
12
Notes to the financial statements
13 - 24
Non statutory information
Detailed trading, profit and loss account
CULHAM LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present the strategic report for the year ended 31 December 2024.
Review of the business
The company’s strategy during 2024 was to continue to support its subsidiary company by provision of asset that to enable it to provide a premium service to all of its care clients.
During this accounting year the company has achieved a profit on ordinary activities before taxation of £1,275,249 (2023: £1,677,668). As at 31 December 2024, the company had net assets of £4,318,993 (2023: £4,128,675).
The key challenges continue to be ensuring the freehold property remains in a good state of repair so that it meets the trading needs of its subsidiary company, which enables the payment of dividends to meet the financing requirements of its own parent company. In 2025, the company will continue to focus on this.
Principal risks and uncertainties
Rising inflation causes costs of labour and materials to increase. In addition interest rate rises continue to pose the most significant challenge for the business over the coming year so that it meets the financing requirements of its parent company.
Key performance indicators
Key Metrics:
· Revenue: £500k - no change from the previous year under the terms of the lease.
· Net Profit: £1.275m (including dividends received from its subsidiary) a decrease of 24% as a result of a reduction in those dividends, where the subsidiary is retaining some of the profits to meet its own costs.
Mrs K Sivananthan
Director
29 September 2025
CULHAM LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The principal activity of the company in the year under review was that of other letting and operating of owned real estate.
Results and dividends
The results for the year are set out on page 9.
Ordinary dividends were paid amounting to £1,090,000. The directors do not recommend the payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mrs K Sivananthan
Dr A Sivananthan
Financial instruments
Treasury operations and financial instruments
The company operates a treasury function which is responsible for managing the liquidity, interest and foreign currency risks associated with the company’s activities.
The company’s principal financial instruments include derivative financial instruments, the purpose of which is to manage currency risks and interest rate risks arising from the company’s activities, and bank overdrafts, loans and corporate bonds, the main purpose of which is to raise finance for the company’s operations. In addition, the company has various other financial assets and liabilities such as trade debtors and trade creditors arising directly from its operations. Derivative transactions which the company enters into principally comprise forward exchange contracts. In accordance with company’s treasury policy, derivative instruments are not entered into for speculative purposes.
Liquidity risk
The company manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the company has sufficient liquid resources to meet the operating needs of the business.
Interest rate risk
The company is exposed to fair value interest rate risk on its fixed rate borrowings and cash flow interest rate risk on floating rate deposits, bank overdrafts and loans. The company uses interest rate derivatives to manage the mix of fixed and variable rate debt so as to reduce its exposure to changes in interest rates.
Credit risk
Investments of cash surpluses, borrowings and derivative instruments are made through banks and companies which must fulfil credit rating criteria approved by the Board.
All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.
Post reporting date events
Subsequent to the year end, one of the companies, Golden Years Ltd, that was party to the composite guarantee referred to in note 19, made a lump sum payment of £4,517,616 against the debt due. As a result, the bank reduced the guarantee limit from £27,000,000 to £18,700,000.
CULHAM LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
Auditor
The auditor, Morris Lane, is deemed to be reappointed under section487(2) of the Companies Act 2006.
Strategic report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of the fair review of the business, and likely future developments.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
Mrs K Sivananthan
Director
29 September 2025
CULHAM LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
The directors are responsible for preparing the annual 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law) including FRS 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 and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent; and
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 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.
The directors are responsible for the maintenance and integrity of the company website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
CULHAM LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CULHAM LIMITED
- 5 -
Opinion
We have audited the financial statements of Culham Limited (the 'company') for the year ended 31 December 2024 which comprise the income statement, the statement of comprehensive income, the statement of financial position, the statement of changes in equity and notes to the financial statements, including 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 company's affairs as at 31 December 2024 and of its profit 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.
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 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.
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.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our 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.
CULHAM LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CULHAM LIMITED (CONTINUED)
- 6 -
Matters on which we are required to report by exception
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 material misstatements in the 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, 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.
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.
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.
Identifying and assessing the risks of material misstatement due to irregularities, including fraud
We obtained an understanding of the legal and regulatory frameworks that are applicable to the company through discussion with the directors and from our general commercial experience. The identified laws and regulations were communicated to the audit team in order that they remained alert to any non-compliance throughout the audit.
The company is subject to laws and regulations which have a direct effect on the financial statements and the disclosures contained therein. These have been identified as: the financial reporting framework under which the company operates - Financial Reporting Standard 102; Statutory Instrument 2008/410 – The Large and Medium-sized Companies and Groups (Accounts and Directors’ Report) Regulations 2008; the Companies Act 2006 and taxation legislation including value added tax and corporation tax.
In addition to the above, the company is subject to other operational laws and regulations where non-compliance may have a material effect on the financial statements. Non-compliance of such laws and regulations may result in litigation or the imposition of fines which could have a material impact on amounts or disclosures in the financial statements. We have identified the following laws and regulations which are more likely to have significant effect as: compliance with health and safety laws and General Data Protection Regulation (GDPR).
CULHAM LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CULHAM LIMITED (CONTINUED)
- 7 -
In order to identify risks of material misstatement due to fraud, we assessed events and conditions where opportunities and incentives may exist within the company for fraud to occur. Our risk assessment procedures included enquiring of directors as to any instances of fraud, their procedures to identify fraud and by using analytical procedures to identify any unusual or unexpected relationships. We identified the greatest potential for fraud to be in relation to recognition of income and, as required by auditing standards, we are also required to perform specific procedures to respond to the risk of management override.
The identified risks of material misstatement due to fraud were communicated to the audit team in order that they remained alert to any non-compliance throughout the audit.
Audit procedures designed to respond to the risks of material misstatement due to irregularities, including fraud
As a result of performing our risk assessments as detailed above, we planned and performed our audit so as to identify non-compliance with such laws and regulations, including fraud by undertaking the following:
Reviewing the disclosures contained within the financial statements and testing to supporting documentation in order to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements.
Enquiring of the directors concerning actual and potential non-compliance of laws and regulations.
Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud.
Revenue recognition was addressed by obtaining an understanding of relevant controls with regard to revenue recognition and undertaking substantive testing to ensure that revenue is recognised in line with the company’s accounting policy and in line with accounting standards.
The risk relating to management override of controls was addressed by testing the appropriateness of journal entries and other adjustments, assessing whether accounting estimates are indicative of potential bias and evaluating the business rationale of any significant transactions that are considered unusual or outside the normal course of business.
Due to the inherent limitations of an audit, there is an unavoidable risk that, despite properly planning and performing our audit in accordance with auditing standards, some material misstatements may not have been detected.
Auditing standards limit the audit procedures required to identify non-compliance with other operational laws and regulations to enquiry of directors and management and inspection of any correspondence. If a breach of operational regulations is not evident from relevant correspondence or disclosed to us, an audit is unlikely to detect that breach. In addition, the further removed non-compliance with laws and regulations is from the events and transactions included in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it.
In addition, the risk of not detecting material misstatement from due to fraud is higher than the risk of one not being detected through error as fraud may involve deliberate concealment through collusion, forgery, misrepresentations and intentional omissions.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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.
CULHAM LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CULHAM LIMITED (CONTINUED)
- 8 -
Michelle Pettifer (Senior Statutory Auditor)
For and on behalf of Morris Lane, Statutory Auditor
Chartered Accountants
31/33 Commercial Road
Poole
Dorset
BH14 0HU
29 September 2025
CULHAM LIMITED
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
2024
2023
Notes
£
£
Revenue
3
500,000
500,000
Administrative expenses
(124,680)
(109,049)
Operating profit
4
375,320
390,951
Income from shares in group undertakings
6
900,000
1,290,000
Finance costs
7
(71)
(3,283)
Profit before taxation
1,275,249
1,677,668
Tax on profit
8
(14,431)
257
Profit for the financial year
1,260,818
1,677,925
The income statement has been prepared on the basis that all operations are continuing operations.
CULHAM LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
2024
2023
£
£
Profit for the year
1,260,818
1,677,925
Other comprehensive income
Tax relating to other comprehensive income
19,500
19,500
Total comprehensive income for the year
1,280,318
1,697,425
CULHAM LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 11 -
2024
2023
Notes
£
£
£
£
Non-current assets
Property, plant and equipment
10
7,993,211
8,043,986
Investments
11
1
1
7,993,212
8,043,987
Current assets
Trade and other receivables
13
770,988
Current liabilities
14
(3,274,487)
(2,739,523)
Net current liabilities
(2,503,499)
(2,739,523)
Total assets less current liabilities
5,489,713
5,304,464
Provisions for liabilities
Deferred tax liability
16
1,170,720
1,175,789
(1,170,720)
(1,175,789)
Net assets
4,318,993
4,128,675
Equity
Called up share capital
17
100
100
Revaluation reserve
18
3,649,087
3,681,012
Retained earnings
18
669,806
447,563
Total equity
4,318,993
4,128,675
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved by the board of directors and authorised for issue on 29 September 2025 and are signed on its behalf by:
Mrs K Sivananthan
Director
Company registration number 01693290 (England and Wales)
CULHAM LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
Share capital
Revaluation reserve
Retained earnings
Total
Notes
£
£
£
£
Balance at 1 January 2023
100
3,712,932
328,218
4,041,250
Year ended 31 December 2023:
Profit
-
-
1,677,925
1,677,925
Other comprehensive income:
Tax relating to other comprehensive income
-
19,500
19,500
Total comprehensive income
-
19,500
1,677,925
1,697,425
Dividends
9
-
-
(1,610,000)
(1,610,000)
Transfers
-
(51,420)
51,420
-
Balance at 31 December 2023
100
3,681,012
447,563
4,128,675
Year ended 31 December 2024:
Profit
-
-
1,260,818
1,260,818
Other comprehensive income:
Tax relating to other comprehensive income
-
19,500
19,500
Total comprehensive income
-
19,500
1,260,818
1,280,318
Dividends
9
-
-
(1,090,000)
(1,090,000)
Transfers
-
(51,425)
51,425
-
Balance at 31 December 2024
100
3,649,087
669,806
4,318,993
CULHAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
1
Accounting policies
Company information
Culham Limited is a private company limited by shares incorporated in England and Wales. The registered office is 31/33 Commercial Road, Poole, Dorset, BH14 0HU.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
Culham Limited is a wholly owned subsidiary of Trinity LL Ltd and the results of Culham Limited are included in the consolidated financial statements of Trinity LL Ltd which are available from its registered office, 31/33 Commercial Road, Poole, Dorset BH14 0HU.
1.2
Going concern
The directors have adopted the going concern basis in preparing these accounts after assessing the principaltrue risks applicable to the company. These include rising inflation, rising interest rates, staff shortages as a result of Brexit, the increase in the National Living Wage for employees over the age of 21, the cost of living crisis and higher insurance premiums, together with the group's compliance with loan covenants. The directors consider the company to be able to meet its obligations as they fall due for a period of at least 12 months from the date of signing these financial statements, and to be well placed to manage its financing and business risks satisfactorily. Overall, the directors do not consider there to be a cause for material uncertainty regarding the company’s going concern status as at the date of signing these financial statements.
1.3
Revenue
Revenue relates to rental income receivable during the year and is recognised when due as per lease agreements that have been entered into.
CULHAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
1.4
Property, plant and equipment
Property, plant and equipment 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 buildings
2% per annum on a straight line basis
Freehold land is not depreciated.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.5
Non-current investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.6
Impairment of non-current assets
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
CULHAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.7
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.8
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include trade and other receivables and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
CULHAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including trade and other payables, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.9
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.10
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
CULHAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
2
Judgements 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.
Depreciation of freehold property
Freehold property represents the company's most significant asset and is assessed by the directors to have a useful life of 50 years, and is depreciated at deemed cost less residual value on a straight line basis. The useful life and residual value of the company's property are determined by management and reviewed annually for appropriateness.
3
Revenue
2024
2023
£
£
Revenue analysed by class of business
Rent
500,000
500,000
CULHAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
3
Revenue
(Continued)
- 18 -
2024
2023
£
£
Other revenue
Dividends received
900,000
1,290,000
4
Operating profit
2024
2023
Operating profit for the year is stated after charging:
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
9,930
8,138
Depreciation of owned property, plant and equipment
105,216
90,942
5
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Directors
2
2
6
Investment income
2024
2023
£
£
Income from fixed asset investments
Income from shares in group undertakings
900,000
1,290,000
Disclosed on the income statement as follows:
Income from shares in group undertakings
900,000
1,290,000
7
Finance costs
2024
2023
£
£
Other interest
71
3,283
8
Taxation
2024
2023
£
£
Current tax
Adjustments in respect of prior periods
(803)
CULHAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
8
Taxation
2024
2023
£
£
(Continued)
- 19 -
Deferred tax
Origination and reversal of timing differences
14,431
546
Total tax charge/(credit)
14,431
(257)
The applicable tax rate is not comparable to the previous year as a result of the full rate of UK corporation tax changing from 19% to 25% on 1 April 2023.
The actual charge/(credit) for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
1,275,249
1,677,668
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
318,812
394,588
Tax effect of income not taxable in determining taxable profit
(225,000)
(303,408)
Group relief
(102,985)
(109,784)
Under/(over) provided in prior years
(804)
Depreciation in excess of capital allowances
9,173
18,605
Deferred tax adjustments
14,431
546
Taxation charge/(credit) for the year
14,431
(257)
In addition to the amount charged/(credited) to the income statement, the following amounts relating to tax have been recognised directly in other comprehensive income:
2024
2023
£
£
Deferred tax arising on:
Revaluation of property
(19,500)
(19,500)
9
Dividends
2024
2023
2024
2023
Per share
Per share
Total
Total
£
£
£
£
Ordinary shares
Final paid
10,900.00
16,100.00
1,090,000
1,610,000
CULHAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
10
Property, plant and equipment
Freehold buildings
£
Cost or valuation
At 1 January 2024
8,504,685
Additions
54,441
At 31 December 2024
8,559,126
Depreciation and impairment
At 1 January 2024
460,699
Depreciation charged in the year
105,216
At 31 December 2024
565,915
Carrying amount
At 31 December 2024
7,993,211
At 31 December 2023
8,043,986
Freehold land and buildings previously classed as Investment property were reclassified as Property, plant and equipment following the early adoption of the provisions of the Triennial Review 2017. The freehold land and buildings were revalued as at 30 June 2018 at open market value (£7,800,000) by the directors based on advice received from property valuers and their knowledge of the local market. The company took advantage of the transitional provisions in accordance with the Triennial Review 2017 to carry those assets at that value less depreciation in subsequent years. Subsequent additions to freehold land and buildings are included at cost.
Freehold land and buildings with a carrying amount of £7,993,211 (2023: £8,043,986) have been pledged to secure liabilities of the company.
If revalued assets were stated on an historical cost basis rather than a fair value basis, the total amounts included would have been as follows :
2024
2023
£
£
Cost
3,417,029
3,362,588
Accumulated depreciation
(603,785)
(522,424)
Carrying value
2,813,244
2,840,164
11
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
12
1
1
CULHAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
11
Fixed asset investments
(Continued)
- 21 -
Financial assets pledged as collateral
Fixed asset investments with a carrying amount of £1 (2023: £1) have been pledged to secure liabilities of the company.
12
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Aspray House Ltd
England and Wales
Residential care home
Ordinary
100.00
The registered office of the above subsidiary is 31/33 Commercial Road, Poole, Dorset, BH14 0HU
13
Trade and other receivables
2024
2023
Amounts falling due within one year:
£
£
Corporation tax recoverable
97
Amounts owed by group undertakings
768,256
Other receivables
2,635
770,988
The carrying amount of trade and other receivables includes £770,988 (2023: £nil) pledged as security for liabilities.
14
Current liabilities
2024
2023
Notes
£
£
Other borrowings
15
3,240,726
2,642,488
Trade payables
7,434
5,608
Corporation tax
67,332
Accruals and deferred income
26,327
24,095
3,274,487
2,739,523
15
Borrowings
2024
2023
£
£
Loans from group undertakings
3,240,726
2,642,488
Payable within one year
3,240,726
2,642,488
CULHAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
16
Deferred taxation
Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
11,946
(2,485)
Revaluations
1,158,774
1,178,274
1,170,720
1,175,789
2024
Movements in the year:
£
Liability at 1 January 2024
1,175,789
Charge to profit or loss
14,431
Credit to other comprehensive income
(19,500)
Liability at 31 December 2024
1,170,720
Of the deferred tax liability set out above, an amount of £19,500 is expected to reverse within 12 months in respect of revaluation gains.
17
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100
Ordinary shares carry voting rights but have no right to fixed income or repayment of capital
18
Reserves
Revaluation reserve
The revaluation reserve relates to the unrealised profit on the remeasurement of freehold property at open market value under the transitional provisions available on the introduction of FRS102 together with annual deferred tax adjustments.
Retained earnings
Retained earnings represents cumulative profits or losses, including unrealised profit on the remeasurement
of investment properties, net of dividends paid and other adjustments
CULHAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
19
Financial commitments, guarantees and contingent liabilities
At 31 December 2024, the company provided security for the bank borrowings of Serene LL Ltd, Golden Years Ltd, Trinity LL Ltd, and Seabrooke Manor LL Ltd by way of:
In addition, a composite guarantee has been entered into between the company, Golden Years Ltd, The Red House (Ashtead) Ltd, Glebe Care Ltd, Trinity LL Ltd, Culham Limited, Serene LL Ltd, Aspray House Ltd, Seabrooke Manor Ltd, and Seabrooke Manor LL Ltd, to guarantee the bank borrowings of Serene LL Ltd, Golden Years Ltd, Trinity LL Ltd, and Seabrooke Manor LL Ltd, limited to £27,000,000 (2023: £27,000,000).
As at 31 December 2024, the company’s maximum exposure in respect of the composite guarantee was £21,346,446 (2023: £23,165,673). This amount represents the total bank borrowings of all parties covered by the composite guarantee and is netted off against the bank balances held by those entities. The composite agreement includes a right of set-off with no notice period.
This exposure has significantly reduced after the year end, and further information is provided in note 21.
Other than Serene LL Ltd, which is a group company, all other entities named above are related parties by virtue of being under common control.
20
Operating lease commitments
Lessor
The company owns an investment property for rental purposes. Rental income earned during the year was £500,000 and direct operating expenses arising on the properties in the period was £124,680. The property is leased to is subsidiary until 2030. The lessee does not have an option to purchase the property at the expiry of the lease period.
At the reporting end date the company had contracted with tenants for the following minimum lease payments:
2024
2023
£
£
Within one year
500,000
500,000
Between two and five years
1,750,000
2,000,000
In over five years
250,000
2,250,000
2,750,000
21
Events after the reporting date
Subsequent to the year end, one of the companies, Golden Years Ltd, that was party to the composite guarantee referred to in note 19, made a lump sum payment of £4,517,616 against the debt due. As a result, the bank reduced the guarantee limit from £27,000,000 to £18,700,000.
CULHAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
22
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Rental income
2024
2023
£
£
Entities over which the entity has control, joint control or significant influence
500,000
500,000
The transactions were under normal commercial terms.
The following amounts were outstanding at the reporting date:
2024
2023
Amounts due to related parties
£
£
Entities with control, joint control or significant influence over the company
3,240,726
2,143,186
Entities over which the entity has control, joint control or significant influence
-
499,302
These loans are interest free, unsecured and repayable on demand.
The following amounts were outstanding at the reporting end date:
2024
2023
Amounts due from related parties
£
£
Entities over which the entity has control, joint control or significant influence
768,256
-
Entities under common control
2,635
-
These loans are interest free, unsecured and repayable on demand.
Other information
Additional related party information is given in notes 19 and 23.
23
Ultimate controlling party
The smallest and largest group into which the accounts are consolidated is those of its parent company Trinity LL Ltd, whose accounts are publicly available from its registered office of 31-33 Commercial Road, Poole, Dorset BH14 0HU.
The company is ultimately controlled by Dr A Sivananthan and K Sivananthan by virtue of their individual 50%
shareholdings in the ultimate parent company, Trinity LL Holdings Ltd.
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