ACCOUNTS - Final Accounts

Company Registration Number: SC330496

BATHSHEBA (PROPERTIES) LIMITED

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

BATHSHEBA (PROPERTIES) LIMITED

REGISTERED NUMBER: SC330496

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£

Fixed assets
Tangible assets	4		1,348,372		1,384,090
Investment property	5		2,064,000		2,064,000
			3,412,372		3,448,090
Current assets
Stocks	6	26,343		24,673
Debtors: amounts falling due within one year	7	255,120		222,757
Cash at bank and in hand		298,659		135,546
		580,122		382,976
Creditors: amounts falling due within one year	8	(3,227,269)		(3,168,779)
Net current liabilities			(2,647,147)		(2,785,803)
Total assets less current liabilities			765,225		662,287

Net assets			765,225		662,287

Capital and reserves
Called up share capital	9	100	100
Investment property reserve	10	514,000	514,000
Profit and loss account	10	251,125	148,187
		765,225	662,287

Page 1

BATHSHEBA (PROPERTIES) LIMITED

REGISTERED NUMBER: SC330496

STATEMENT OF FINANCIAL POSITION (CONTINUED)

AS AT 31 DECEMBER 2024

The Directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006.

The members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

The Directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

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

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

The Company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.

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

Lynn Mortimer

Director

Date: 26 September 2025

The notes on pages 3 to 11 form part of these financial statements.

Page 2

BATHSHEBA (PROPERTIES) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

Bathsheba (Properties) Limited is a private company, limited by shares, registered in Scotland. The Company's registration number is SC330496 and its registered office address is 11 Royal Exchange Square, Glasgow, G1 3AJ.
The principal activity of the Company in the year under review was that of a weddings and events venue and property investment company.
These financial statements have been presented in pound sterling, rounded to the nearest pound, as this is the currency of the primary economic environment in which the Company operates.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

2.2

Going concern

In preparing of these financial statements, the Directors of the Company have given careful consideration to current and anticipated future solvency requirements of the Company and its ability to continue as a going concern for at least twelve months from the date of issue of these financial statements.
The Directors have prepared the financial statements on a going concern basis, notwithstanding the impact of hybrid working in the post COVID-19 era, net current liabilities of £2,647,147 (2023 - £2,785,803) as at 31 December 2024, a profit excluding property revaluations for the 12 month period then ended of £102,938 (2023 - £255,558) for the following reasons.
As at the date of this report and opinion, there continues to be the residual impact of hybrid working on the economic performance of Glasgow and the city centre, however there are currently signs of an increase in office occupation with a number of large employers reducing hybrid working which should have a positive impact on the estate.
Looking to the future, the Ediston RES Limited Group contains significant high quality real estate assets. The redevelopment post Covid of these assets has commenced. Citation Wedding and Events is in its third full year of trading and continues to progress. The letting of 23-29 Royal Exchange Square / 74 Buchanan Street is now delivering rental receipts which underpin the value of the asset. The Directors expect the further development of the estate to occur in 2025-26 which will allow the Ediston (RES) Limited Group to meet its objective of achieving the most economically efficient and profitable way forward.

Page 3

BATHSHEBA (PROPERTIES) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

Going concern (continued)

As with any company placing reliance on other group entities for financial support, the Directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so. Whilst the Directors cannot envisage all possible circumstances that may impact the Company in the future, they believe that taking account of the forecasts, available cash resources and including the financial support from the groups owners and funders, the Company will have sufficient resources to meet all ongoing working capital and committed capital expenditure requirements as they fall due.
Based on the above, the Directors believe that at the date of signing these financial statements that it remains appropriate to prepare the financial statements on a going concern basis. However, these circumstances represent a material uncertainty that may cast significant doubt upon the Company’s ability to continue as a going concern and, therefore, to continue realising its assets and discharging its liabilities in the normal course of business. The financial statements do not include any adjustments that would result from the basis of preparation being inappropriate.

2.3

Revenue

Turnover arises primarily from the provision of wedding and events facilities and the service of food and beverage excluding discounts and value added tax. Revenue from weddings and events is recognised once the service is rendered. Where payment is received from the customer in advance of services provided, the amount is recorded in deferred income and included as part of creditors due within one year. Revenue from food and beverages is recognised at the point of sale and payment is received on the same day.
Rental Income is recognised to the extent that it is probable that the economic benefits will flow to the Company and the income can be reliably measured over the period of the lease. Income is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. Income is recognised in the period in which the rental service is provided, when the income and the associated costs can be measured reliably and it is probable that consideration will be received in respect of the rental service provided.

2.4

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

Page 4

BATHSHEBA (PROPERTIES) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.5

Taxation

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

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting 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 reporting 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 reporting date.

2.6

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Freehold property is held under the revaluation model and is stated at fair value less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Freehold property	-	2%
Plant and machinery	-	25%
Fixtures and fittings	-	25%
Computer equipment	-	25%

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 5

BATHSHEBA (PROPERTIES) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.7

Investment property

Investment property is carried at fair value determined annually by the Directors with reference to external valuations and 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 the Statement of Income and Retained Earnings.

2.8

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

2.9

Debtors

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

2.10

Cash and cash equivalents

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

2.11

Creditors

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

Page 6

BATHSHEBA (PROPERTIES) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.12

Significant judgements and estimates

The preparation of these financial statements in compliance with FRS 102 requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses.
Judgements and estimates are continually evaluated and are based on historical experiences and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. Investment property estimates and assumptions present a potential risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.
Freehold and Investment properties
Freehold and Investment property values within the accounts are assessed annually by the Directors. Valuations are based on external valuations and 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. There is a degree of judgement involved in that the value of the estate will ultimately be determined by the market.

Employees

The average monthly number of employees, including directors, during the year was 39 (2023 - 41).

Page 7

BATHSHEBA (PROPERTIES) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

4.	Tangible fixed assets

	Freehold property	Plant and machinery	Fixtures and fittings	Computer equipment	Total
	£	£	£	£	£
Cost or valuation
At 1 January 2024	1,374,000	209,498	816,342	5,700	2,405,540
Additions	-	-	12,633	1,099	13,732
Disposals	-	(209,498)	-	-	(209,498)
At 31 December 2024	1,374,000	-	828,975	6,799	2,209,774
Depreciation
At 1 January 2024	27,480	209,498	782,315	2,157	1,021,450
Charge for the year on owned assets	27,480	-	20,426	1,544	49,450
Disposals	-	(209,498)	-	-	(209,498)
At 31 December 2024	54,960	-	802,741	3,701	861,402
Net book value
At 31 December 2024	1,319,040	-	26,234	3,098	1,348,372
At 31 December 2023	1,346,520	-	34,027	3,543	1,384,090

Page 8

BATHSHEBA (PROPERTIES) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

5.	Investment property

		Freehold investment property
		£
	Valuation
	At 1 January 2024	2,064,000
	At 31 December 2024	2,064,000

The 2024 valuations were made by the Directors, on an open market value for existing use basis.

The most recent valuation of the properties held by the Company were carried out in March 2023 by Jones Lang LaSalle Limited. Investment property is carried at fair value determined annually by the directors with reference to external valuations and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in nature, location or condition of the specific asset. This appraisal provides an indicative value that supports the carrying value of the investment properties presented within the financial statements. The Directors believe the values presented to be an accurate reflection of the fair value of the investment properties as at 31 December 2024.

If the Investment properties had been accounted for under the historic cost accounting rules, the properties would have been measured as follows:
	2024	2023
	£	£

Historic cost	1,550,000	1,550,000
Accumulated depreciation and impairments	(248,000)	(217,000)
	1,302,000	1,333,000

Page 9

BATHSHEBA (PROPERTIES) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

6.	Stocks
		2024	2023
		£	£

Finished goods and goods for resale	26,343	24,673
	26,343	24,673

Debtors

					2024	2023
					£	£


Trade debtors	100,877	66,241
Amounts owed by group undertakings	129,685	145,184
Prepayments and accrued income	24,558	11,332
	255,120	222,757

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

Trade creditors	84,442	69,587
Amounts owed to group undertakings	2,730,147	2,740,648
Other taxation and social security	40,210	47,841
Other creditors	-	1,637
Accruals and deferred income	372,470	309,066
	3,227,269	3,168,779

Page 10

BATHSHEBA (PROPERTIES) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

9.	Share capital
		2024	2023
		£	£

Allotted, called up and fully paid

100 (2023 - 100) Ordinary shares of £1.00 each	100	100

10.

Reserves

Investment property revaluation reserve

Comprises the gains and losses on the revaluation of investment property.

Profit and loss account

Includes all current and prior period retained profits and losses.

11.	Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £7,385 (2023 - £6,702).

12.	Related party transactions
	The Company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland", not to disclose related party transactions with wholly owned subsidiaries within the group.

13.	Controlling party

The Company's parent undertaking at the balance sheet date was Bathsheba (Holdings) Limited. The company's ultimate parent undertaking at the balance sheet date was Ediston (RES) Limited, a company registered in Scotland (SC633869). Their registered address is 1 St. Andrew Square, Edinburgh, Scotland, EH2 2BD.
The Company's results are included within the consolidated accounts of Ediston (RES) Limited and these can be found on www.companieshouse.gov.uk.
The ultimate controlling party at the date that the accounts were issued was Daniel O'Neill.

Page 11