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Registered number: 14780428
MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
AUDITED
DIRECTORS' REPORT
AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED
31 DECEMBER 2024
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
COMPANY INFORMATION
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Steven Hall (appointed 1 October 2024)
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Sadie Malim (appointed 1 October 2024)
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
CONTENTS
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Independent Auditors' Report
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Statement of Income and Retained Earnings
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Notes to the Financial Statements
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2024
The Directors present their report and the financial statements for the period ended 31 December 2024.
Directors' responsibilities statement
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The Directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.
In preparing these financial statements, the Directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The principal activity of the Company during the year was the operation of investment property.
The profit for the period, after taxation, amounted to £10,416,000 (2023 - £1,366,000).
No dividends were declared or paid during the current period.
The Directors who served during the period were:
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Steven Hall (appointed 1 October 2024)
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Sadie Malim (appointed 1 October 2024)
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Page 1
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
The financial statements have been prepared on a going concern basis which assumes that the Company will continue in operational existence for the foreseeable future. In assessing the Company's ability to continue as a going concern, the Directors have reviewed the trading and cash flow forecasts of the Company against the available financing facilities and covenants which include the Directors' assessment of the impact of economic environment. Management have reviewed the forecasts of the Company in order to test the covenant, and have confirmed that they will be compliant for the foreseeable future. The Company owes £11,257,000 to its parent company MREF V Open Storage Solutions Holdings Two Limited. This debt is interest free and repayable on demand. The parent undertaking has intercompany debt with the ultimate controlling entities MREF V GP Limited on behalf of MREF V "B" Limited Partnership. The Company has received confirmation from MREF V GP Limited on behalf of MREF V "B" Limited Partnership as ultimate controlling party that they do not intend to recall any of the loans owed by the Company and MREF V Open Storage Solutions Two Holdings Limited, within the next 12 months of signing the financial statements.
The Directors have given consideration as to the ability of the parent company and ultimate controlling parties to continue as a going concern and the ability of the parent to continue to provide such support as is necessary. The ultimate controlling party, MREF V "B" Limited Partnership has a combined total of Investor capital £194,228,000 as at 31 December 2024 which is then used to fund the Group through intercompany debt.
For the reasons set out above the Directors believe that the Company has the ability to continue to meet its liabilities as they fall due for at least 12 months from the date of the approval of the financial statements and therefore consider it appropriate to adopt a going concern basis in preparing the financial statements.
Disclosure of information to auditors
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Each of the persons who are Directors at the time when this Directors' Report is approved has confirmed that:
∙so far as the Director is aware, there is no relevant audit information of which the Company's auditors are unaware, and
∙the Director has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
The auditors, BDO LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
In preparing this report, the Directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
Page 2
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
Opinion on the financial statements
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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 have audited the financial statements of MREF V OPEN STORAGE SOLUTIONS TWO LIMITED (“the Company”) for the year ended 31 December 2024 which comprise the Statement of Income and Retained earnings, the Balance Sheet and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
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.
Conclusions relating to going concern
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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.
Page 3
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MREF V OPEN STORAGE SOLUTIONS TWO LIMITED (CONTINUED)
The Directors are responsible for the other information. The other information comprises the information included in the Directors’ Report and Financial Statements, other than the financial statements and our auditor’s report thereon. 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.
Other Companies Act 2006 reporting
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In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Directors' Report has 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 material misstatements in 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; or
∙the Directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Directors' Report and from the requirement to prepare a Strategic Report.
Responsibilities of directors
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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.
Page 4
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MREF V OPEN STORAGE SOLUTIONS TWO LIMITED (CONTINUED)
Auditors' responsibilities for the audit of the financial statements
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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.
Extent to which the audit was 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:
Non-compliance with laws and regulations
Based on:
∙Our understanding of the Company and the industry in which it operates;
∙Discussion with management and those charged with governance; and
∙Obtaining an understanding of the Company’s policies and procedures regarding compliance with laws and regulations.
We considered the significant laws and regulations to be the applicable accounting framework and Companies Act 2006.
The Company is also subject to laws and regulations where the consequence of non-compliance could have a material effect on the amount or disclosures in the financial statements, for example through the imposition of fines or litigations. We identified such laws and regulations to be UK tax legislation.
Our procedures in respect of the above included:
∙Review of minutes of meeting of those charged with governance for any instances of non-compliance with laws and regulations;
∙Review of financial statement disclosures and agreeing to supporting documentation; and
∙Review of legal expenditure accounts to understand the nature of expenditure incurred.
Fraud
We assessed the susceptibility of the financial statements to material misstatement, including fraud. Our risk assessment procedures included:
∙Enquiry with management and those charged with governance regarding any known or suspected instances of fraud;
∙Obtaining an understanding of the Company’s policies and procedures relating to:
o Detecting and responding to the risks of fraud; and
o Internal controls established to mitigate risks related to fraud.
∙Review of minutes of meeting of those charged with governance for any known or suspected instances of fraud;
∙Discussion amongst the engagement team as to how and where fraud might occur in the financial statements; and
∙Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud.
Page 5
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MREF V OPEN STORAGE SOLUTIONS TWO LIMITED (CONTINUED)
Auditors' responsibilities for the audit of the financial statements (continued)
Based on our risk assessment, we considered the areas most susceptible to fraud to be manipulation of accounting records and revenue through the posting of journals and management bias in accounting estimates.
Our procedures in respect of the above included:
∙Testing a sample of journal entries throughout the year, which met a defined risk criteria, by agreeing to supporting documentation;
∙Testing journal entries throughout the year, which met an unusual combination with revenue, by agreeing to supporting documentation; and
∙Assessing significant estimates made by management for bias which included agreeing key inputs and assumptions used in the valuation of investment property to supporting documentation.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members who were all deemed to have appropriate competence and capabilities and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.
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.
Christopher Young (Senior Statutory Auditor)
for and on behalf of
BDO LLP, Statutory Auditor
London, UK
Date: 26 September 2025
BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127).
Page 6
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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Fair value movements on investment property
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Fair value movements on financial instruments
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Interest receivable and similar income
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Interest payable and similar expenses
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Retained earnings at the beginning of the period
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Retained earnings at the end of the period
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There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of income and retained earnings.
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The notes on pages 9 to 18 form part of these financial statements.
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Page 7
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
REGISTERED NUMBER: 14780428
BALANCE SHEET
AS AT 31 DECEMBER 2024
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Creditors: amounts falling due after more than one year
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The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 9 to 18 form part of these financial statements.
Page 8
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
MREF V Open Storage Solutions Two Limited (the "Company") is a private company, limited by shares and incorporated in England and Wales, registration number 14780428. The registered office address is 10 Grosvenor Street, London, United Kingdom, W1K 4QB.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).
These financial statements are presented in sterling, which is the functional currency of the Company and rounded to the nearest £'000.
The Company was incorporated on 4 April 2023.As such the prior year financial statements cover the period from 4 April 2023 to 31 December 2023. The current year financial statements cover the period from 1 January 2024 to 31 December 2024.
The following principal accounting policies have been applied:
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Compliance with accounting standards
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The financial statements have been prepared using FRS102, the financial reporting standard applicable in the UK and Republic of Ireland, including the disclosure and presentation requirements of Section 1A, applicable to small companies. There were no material departures from that standard.
Page 9
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The financial statements have been prepared on a going concern basis which assumes that the Company will continue in operational existence for the foreseeable future. In assessing the Company's ability to continue as a going concern, the Directors have reviewed the trading and cash flow forecasts of the Company against the available financing facilities and covenants which include the Directors' assessment of the impact of economic environment. Management have reviewed the forecasts of the Company in order to test the covenant, and have confirmed that they will be compliant for the foreseeable future. The Company owes £11,257,000 to its parent company MREF V Open Storage Solutions Holdings Two Limited. This debt is interest free and repayable on demand. The parent undertaking has intercompany debt with the ultimate controlling entities MREF V GP Limited on behalf of MREF V "B" Limited Partnership. The Company has received confirmation from MREF V GP Limited on behalf of MREF V "B" Limited Partnership as ultimate controlling party that they do not intend to recall any of the loans owed by the Company and MREF V Open Storage Solutions Two Holdings Limited, within the next 12 months of signing the financial statements.
The Directors have given consideration as to the ability of the parent company and ultimate controlling parties to continue as a going concern and the ability of the parent to continue to provide such support as is necessary. The ultimate controlling party, MREF V "B" Limited Partnership has a combined total of Investor capital £194,228,000 as at 31 December 2024 which is then used to fund the Group through intercompany debt.
For the reasons set out above the Directors believe that the Company has the ability to continue to meet its liabilities as they fall due for at least 12 months from the date of the approval of the financial statements and therefore consider it appropriate to adopt a going concern basis in preparing the financial statements.
Revenue includes rental income from property leased out under operating leases.
Rental income from tenants is recognised on a straight-line basis over the lease term.
The Company recognises revenue when the amount of revenue can be reliably measured and it is probable that future economic benefits will flow to the entity.
Interest income is recognised in profit or loss using the effective interest method.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
All borrowing costs are recognised in profit or loss in the period in which they are incurred.
Page 10
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Current and deferred taxation
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The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
Investment property is carried at fair value determined annually and is derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in profit or loss.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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Cash and cash equivalents
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
Page 11
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Provisions for liabilities
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Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
Increases in provisions are generally charged as an expense to profit or loss.
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Company's Balance Sheet when the Company becomes party to the contractual provisions of the instrument.
Basic financial assets
Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
Other financial assets
Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
Impairment of financial assets
Financial assets are assessed for indicators of impairment at each reporting date.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual
Page 12
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Financial instruments (continued)
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interest in the assets of the Company after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Derecognition of financial instruments
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.
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Judgements in applying accounting policies and key sources of estimation uncertainty
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In preparing these financial statements, management is required to make judgements, estimates and assumptions which affect expected reported income, expenses, assets and liabilities and disclosure of contingent assets and liabilities. Use of available information and application of judgement are inherent in the formation of estimates, together with past experience and expectations of future events that are believed to be reasonable under the circumstances. Actual results in the future could differ from such estimates.
Valuation of Investment Property
In arriving at the valuation of the Company's investment properties, the Directors used external third party valuations for the properties.
The Company has no employees other than the Directors, who did not receive any remuneration (2023: Nil)
Page 13
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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The operating profit is stated after charging:
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Auditors' remuneration - audit services
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Interest payable and similar expenses
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Other loan interest payable
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Current tax on profits for the year
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Page 14
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
7.Taxation (continued)
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Factors affecting tax charge for the period
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The tax assessed for the period is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 23.5%). The differences are explained below:
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Profit on ordinary activities before tax
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Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)
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Adjustment for unrealised gain on financial instruments
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Short-term timing difference leading to an increase (decrease) in taxation
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Unrecognised deferred taxation
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Total tax charge for the period
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Factors that may affect future tax charges
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There were no factors that may affect future tax charges.
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In arriving at the valuation of the Company's investment properties, the Directors used external third party valuations for the properties.
The historical cost of the properties are £27,876,000 (2023 - £27,874,000).
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Page 15
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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Amounts owed by group undertakings
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Prepayments and accrued income
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Amounts owed by group undertaking are interest free and repayable on demand.
The Company has entered into an interest rate swap in order to fix £11.4m of its floating interest rate exposure facility at a rate of 4.11%.
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Accruals and deferred income
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Amounts owed to group undertakings are unsecured, interest free and repayable on demand.
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Page 16
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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Creditors: Amounts falling due after more than one year
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The Company jointly entered, alongside MREF V Open Storage Solutions One Limited, into a senior debt facility with Lloyds bank with a maximum available loan of £20m. As at the date of signing the company had drawn £15.2m. The cost of finance is SONIA plus a margin of 3% on amounts drawn and a commitment fee of 1.5% on undrawn commitment. The loan expires in April 2027.
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Charged to profit or loss
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The deferred taxation balance is made up as follows:
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Fair value movements on investment property
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Allotted, called up and fully paid
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1,000 (2023 - 1,000) Ordinary shares of £0.01 each
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Page 17
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MREF V OPEN STORAGE SOLUTIONS TWO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
Profit and loss account
The profit and loss account represents cumulative profit and losses net of all adjustments.
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Related party transactions
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The Company is exempt under the terms of Financial Reporting Standard 102 (FRS102) Section 33 paragraph 1A, from disclosing related party transactions with other group companies, on the grounds that the Company is wholly owned within the Group.
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The Company's immediate parent company is MREF V Open Storage Solutions Holdings Two Limited , a company incorporated in England and Wales.
The Company's ultimate controlling party is MREF V GP Limited on behalf of MREF V "B" Limited Partnership, a limited partnership registered in England and Wales.
Page 18
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