Company registration number 11397576 (England and Wales)
EVERY SPACE LTD
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
EVERY SPACE LTD
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 11
EVERY SPACE LTD
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
31 December 2024
30 June 2023
Notes
£
£
£
£
Fixed assets
Tangible assets
4
5,316,844
Investment property
5
395,377,654
400,694,498
Current assets
Debtors
7
10,232,684
1,000
Cash at bank and in hand
35,542
10,268,226
1,000
Creditors: amounts falling due within one year
8
(4,245,782)
-
Net current assets
6,022,444
1,000
Total assets less current liabilities
406,716,942
1,000
Provisions for liabilities
12
(12,722,672)
Net assets
393,994,270
1,000
Capital and reserves
Called up share capital
10
400,001,000
1,000
Profit and loss reserves
(6,006,730)
Total equity
393,994,270
1,000
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 30 September 2025 and are signed on its behalf by:
Mr B D Townsend
Director
Company registration number 11397576 (England and Wales)
EVERY SPACE LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 2 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 July 2022
1,000
1,000
Year ended 30 June 2023:
Profit and total comprehensive income
-
Balance at 30 June 2023
1,000
1,000
Period ended 31 December 2024:
Loss and total comprehensive income
-
(6,006,730)
(6,006,730)
Issue of share capital
10
590,000,000
-
590,000,000
Redemption of shares
10
(190,000,000)
(190,000,000)
Balance at 31 December 2024
400,001,000
(6,006,730)
393,994,270
EVERY SPACE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 3 -
1
Accounting policies
Company information
Every Space Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 44 Hythe Road, White City, London, United Kingdom, NW10 6RS.
1.1
Reporting period
The company has presented its financial statements for the 18 month period ended 31 December 2024. The accounting period was extended by 6 months to align the financial statements with other related parties. The company did not commence trading until 19 November 20204 and was dormant during the comparative period. The comparative figures presented in the financial statements including the related notes are not entirely comparable.
1.2
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 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 as modified to include the revaluation of investment properties.The principal accounting policies adopted are set out below:
1.3
Turnover
Revenue comprises sales of rental services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.
The Company holds properties that are leased to tenants under operating leases. The rental income receivable under these leases is recognised through profit or loss on a straight-line basis over the term of the lease. Since the risks and rewards of ownership have not been transferred to the lessee, the assets held under the leases continue to be recognised in the Company's financial statements.
1.4
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Plant and equipment
25% on cost
Fixtures and fittings
10% reducing balance
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
Investment property
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.
EVERY SPACE LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
1.6
Fixed asset investments
Where the Company acquires an investment in a subsidiary through a share-for-share exchange accounted for at fair value, the investment is initially recognised at the fair value of the shares issued in accordance with FRS 102 Section 22.
Subsequent transfers of the investment to other group entities (e.g. by way of a dividend in specie or sale) are accounted for at carrying value, unless otherwise required by FRS 102.
No consolidated financial statements are prepared by the Company on the basis that it has no subsidiaries at the reporting date. Interests in subsidiaries are subsequently carried at fair value and the changes in fair value are recognised in profit or loss.
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.
1.7
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.
1.8
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.
EVERY SPACE LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 5 -
1.9
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.
1.10
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.
1.11
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account 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.
EVERY SPACE LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 6 -
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 profit and loss account, 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.
Investment properties are valued at fair value, with changes in fair value being recognised in the Profit and Loss Account. The valuation method is based on a discounted cash flow model based on comparable market data. The determined fair value is sensitive to the estimated yield as well as to vacancy rates.
3
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2024
2023
Number
Number
Total
0
0
EVERY SPACE LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 7 -
4
Tangible fixed assets
Plant and equipment
Fixtures and fittings
Total
£
£
£
Cost
At 1 July 2023
Transferred on restructuring
375,272
6,000,000
6,375,272
At 31 December 2024
375,272
6,000,000
6,375,272
Depreciation and impairment
At 1 July 2023
Transferred on restructuring
313,104
745,324
1,058,428
At 31 December 2024
313,104
745,324
1,058,428
Carrying amount
At 31 December 2024
62,168
5,254,676
5,316,844
At 30 June 2023
5
Investment property
2024
£
Fair value
At 1 July 2023
Transferred on restructuring
395,377,654
At 31 December 2024
395,377,654
Investment properties were transferred at fair value as part of the restructuring. The valuation was carried out by CBRE Limited in accordance with guidance issued by the Royal Institution of Chartered Surveyors. The fair value represents the estimated amount that should be received for selling an investment property in an orderly transaction between market participants at the valuation date.
As a result of the level of judgement and estimates used in arriving at the market valuations, the amounts which may ultimately be realised in respect of any given property may differ from valuations reported at the balance sheet date.
The directors believe that the investment properties are held at fair value at 31 December 2024.
6
Fixed asset investments
2024
2023
£
£
EVERY SPACE LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
6
Fixed asset investments
(Continued)
- 8 -
Movements in fixed asset investments
Shares in
£
Cost or valuation
At 1 July 2023
-
Additions
590,000,000
Disposals
(190,000,000)
At 31 December 2024
400,000,000
Impairment
At 1 July 2023
-
Impairment losses
400,000,000
At 31 December 2024
400,000,000
Carrying amount
At 31 December 2024
-
At 30 June 2023
-
The company acquired the entire issued share capital of Car Giant Limited by a share-for-share exchange at a valuation of £590m.
190,000,000 A ordinary shares of £1.00 each were issued by the Company in consideration of the transfer of 174 A ordinary shares of £1.00 each in the capital of Car Giant Limited and 400,000,000 B ordinary shares of £1.00 each were issued by the Company in consideration of the transfer of 365 B ordinary shares of £1.00 each in the capital of Car Giant Limited.
Car Giant Limited subsequently transferred its investment property portfolio valued at £400m including associated assets and liabilities to the company as a distribution in specie and the value of the investment was impaired by £400m.
The Company subsequently reduced its share capital and cancelled the 190,000,000 A Ordinary shares of £1 each and distributed the demerged business to a new company held by the shareholders.
7
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,587,024
Other debtors
8,645,660
1,000
10,232,684
1,000
EVERY SPACE LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 9 -
8
Creditors: amounts falling due within one year
2024
2023
£
£
Corporation tax
616,542
Other taxation and social security
528,061
Other creditors
3,101,179
4,245,782
9
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
1,011,154
-
Investment property
11,711,518
-
12,722,672
-
2024
Movements in the period:
£
Liability at 1 July 2023
-
Charge to profit or loss
7,891,060
Transfer on restructuring
4,831,612
Liability at 31 December 2024
12,722,672
10
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
A £1 Ordinary shares of £1 each
0
1,000
1,000
B £1 Ordinary shares of £1 each
400,001,000
0
400,001,000
400,001,000
1,000
400,001,000
1,000
EVERY SPACE LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
10
Called up share capital
(Continued)
- 10 -
The 1,000 Ordinary A £1 shares in the company were redesignated as 1,000 Ordinary B shares on 12 September 2024.
On 19 September 2024 and pursuant to the terms of a share exchange agreement, the Company issued:
190,000,000 "A" ordinary shares of £1.00 each in consideration of the transfer of 174 A ordinary shares of £1.00 each in the capital of Car Giant Limited, and
400,000,000 "B2 ordinary shares of £1.00 each in consideration of the transfer of 365 B ordinary shares of £1.00 each in the capital of Car Giant Limited
On 20 November 2024, the Company undertook a capital reduction whereby its "A" ordinary shares were cancelled and its shareholding in Car Giant Limited was transferred to a new company held by the shareholders.
11
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.
The auditor's report is unqualified and includes the following:
Opinion
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 loss for the period 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.
Senior Statutory Auditor:
Richard Lloyd BA FCA
Statutory Auditor:
Xeinadin Audit Limited
Date of audit report:
30 September 2025
12
Operating lease commitments
An analysis of the future minimum lease payments under non- cancellable operating leases where the company is acting as lessor is as follows:
2024
2023
£
£
Within 1 year
17,747,598
-
Years 2-5
40,554,239
-
After 5 years
20,464,044
-
Total commitments
78,765,881
-
EVERY SPACE LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 11 -
13
Post Balance Sheet Event
On 8 June 2025, the company sold an investment property for a total consideration of £43,150,000.
14
Related party transactions
Transactions with related parties
At the reporting date 7,703,160 (2023: £Nil) was due from Car Giant Limited , a company under common control, by way of an unsecured loan in which the company earns interest. The interest receivable in respect of the loan was £3,176 (2023: £Nil). During the period the company was charged management fees of £92,220 (2023: £Nil) by Car Giant Limited.
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