CLIVEDALE VENTURES LIMITED

	Page
Balance Sheet	1—2
Notes to the Financial Statements	3—7

1. General Information

Clivedale Ventures Limited is a private company, limited by shares, incorporated in England & Wales, registered number 08021897 . The registered office is 73 Brook Street, London, England, W1K 4HX.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

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 as applicable to companies subject to the small companies regime. 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 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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

2.2. Going Concern Disclosure

At the time of approving the financial statements, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

At the financial year ended 31/12/2024, the company owed nil (2023- £21,484,707) to Clover Limited and £20,459,626 (2023-nil) to Phanes limited.

2.3. Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

2.4. Tangible Fixed Assets and Depreciation

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

Investments	Nil
Motor Vehicles	20% on cost
Fixtures & Fittings	20% on cost
Other investments	33% on cost

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.

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CLIVEDALE VENTURES LIMITED

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

2.5. Investment Properties

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.

Property rented to a group entity is accounted for at fair value with changes in fair value recognised in profit or loss.

2.6. 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.

2.7. 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 balance sheet 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 debtors 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.

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 creditors, 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 creditors 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 creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

2.8. Employee Benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock of fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee's services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

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CLIVEDALE VENTURES LIMITED

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

2.9. Impairment of fixed 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.

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.

2.10. 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.

2.11. Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the director is 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.

3. Average Number of Employees

Average number of employees, including directors, during the year was as follows:

	2024	2023
Total	3	5

	3	5

4. Tangible Assets

	Plant & Machinery etc	Other investments	Total
	£	£	£
Cost
As at 1 January 2024	2,092,157	2,740,378	4,832,535
Additions	17,483	46,274	63,757

As at 31 December 2024	2,109,640	2,786,652	4,896,292

...CONTINUED

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CLIVEDALE VENTURES LIMITED

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

Depreciation
As at 1 January 2024	1,755,949	-	1,755,949
Provided during the period	130,678	-	130,678

As at 31 December 2024	1,886,627	-	1,886,627

Net Book Value
As at 31 December 2024	223,013	2,786,652	3,009,665

As at 1 January 2024	336,208	2,740,378	3,076,586

5. Investment Property

	2024
	£
Fair Value
As at 1 January 2024 and 31 December 2024	42,175,696
Additions	-

As at 31 December 2024	42,175,696

Investment property comprises of land and buildings at 73 Brook St, Mayfair, London, W1K 4HX. This is a commercial office property that generates rental income. The fair value of the investment property has been arrived at on the basis of a valuation carried out at May 2019 by an independent professional valuer, who are not connected with the company. The valuation was made on an open market value basis based on rents and estimated rental values (ERV) relating to the floors in CAT A fit out only.

If investment properties were stated on an historical cost basis rather than a fair value basis, the amounts would have been depreciated over a 50 year period, the carrying amount would have therefore been:

	2024	2023
	£	£
Cost	41,276,543	41,232,909
Accumulated depreciation and impairment	4,927,705	4,102,174

Carrying amount	36,348,838	37,130,735

6. Debtors

	2024	2023
	£	£
Due within one year
Trade debtors	252,269	127,462
Amounts owed by group undertakings	5,568,975	2,167,000
Other debtors	225,203	3,575,379

	6,046,447	5,869,841

7. Creditors: Amounts Falling Due Within One Year

	2024	2023
	£	£
Trade creditors	382,596	150,952
Amounts owed to group undertakings	596,690	2,690,682
Other creditors	747,152	1,000,888
Taxation and social security	98,723	205,461

	1,825,161	4,047,983

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CLIVEDALE VENTURES LIMITED

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

8. Creditors: Amounts Falling Due After More Than One Year

	2024	2023
	£	£
Amounts owed to group undertakings	20,459,626	21,484,707

At the financial year ended 31/12/2024, the company owed nil (2023- £21,484,707) to Clover Limited and £20,459,626 (2023-nil) to Phanes limited.

The long-term loans are secured by fixed and floating charges over 73 Brook Street, London, W1K 4HX.

9. FRC's Ethical Standard - Provision Available for Small Entities

In common with other businesses of our size and nature we use our auditors to prepare and submit returns to the tax authorities and assist with the preparation of the financial statements.

10. Audit Information

The auditor's report on the accounts of CLIVEDALE VENTURES LIMITED for the year ended 31 December 2024 was unqualified.

The auditor's report was signed by Sunil Phakkey (Senior Statutory Auditor) for and on behalf of Pritchard Fellows & Co , Statutory Auditor.

Pritchard Fellows & Co

Chartered Certified Accountants & Reg. Auditors

Avery House

8 Avery Hill Road

London

SE9 2BD

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		2024		2023
	Notes	£	£	£	£
FIXED ASSETS
Tangible Assets	4		3,009,665		3,076,586
Investment Properties	5		42,175,696		42,175,696

			45,185,361		45,252,282
CURRENT ASSETS
Debtors	6	6,046,447		5,869,841
Cash at bank and in hand		632,095		467,609

		6,678,542		6,337,450
Creditors: Amounts Falling Due Within One Year	7	(1,825,161 )		(4,047,983 )

NET CURRENT ASSETS (LIABILITIES)			4,853,381		2,289,467

TOTAL ASSETS LESS CURRENT LIABILITIES			50,038,742		47,541,749

Creditors: Amounts Falling Due After More Than One Year	8		(20,459,626 )		(21,484,707 )

PROVISIONS FOR LIABILITIES
Deferred Taxation			(170,839 )		(170,839 )

NET ASSETS			29,408,277		25,886,203

CAPITAL AND RESERVES
Called up share capital			47,450,994		41,775,495
Profit and Loss Account			(18,042,717 )		(15,889,292 )

SHAREHOLDERS' FUNDS			29,408,277		25,886,203