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VERTUS RESIDENTIAL PLC
Registered number: 09320873
DIRECTORS' REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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VERTUS RESIDENTIAL PLC
CONTENTS
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Directors' Responsibilities Statement
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Independent Auditors' Report
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Statement of Comprehensive Income
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Statement of Financial Position
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Statement of Changes in Equity
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Notes to the Financial Statements
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VERTUS RESIDENTIAL PLC
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors, in preparing this Strategic Report, have complied with section 414C of the Companies Act 2006.
This Strategic Report has been prepared for the company and not for the group of which it is a member and therefore focuses only on matters which are significant to the company.
The company is an investment holding company heading a group engaged in the development of and investment in residential properties.
As shown in the company's statement of comprehensive income, the company's loss after tax for the year was £1,195,884 (2023 - loss £27).
The statement of financial position shows the company's financial position at the year end and indicates that net liabilities were £1,145,915 (2023 - net assets £49,969).
PRINCIPAL RISKS AND UNCERTAINTIES
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As a holding company, the company’s assets consist of investment in a subsidiary undertaking, and therefore the principal risk is that the company would be unable to recover the carrying value of its investment. The group in which the company holds interest in predominantly comprises investments in the development and construction of retail and residential buildings and the management of these buildings. This thereby exposes us to specific industry risks. Market demand fluctuations, influenced by economic conditions and consumer behaviour, directly impact the viability and profitability of these properties. Economic downturns can reduce demand for residential and retail spaces, leading to decreased occupancy rates and rental income.
In the UK, the residential lettings market has remained resilient despite broader economic challenges, including inflationary pressures and shifts in interest rates. Demand for rental housing continues to be strong, driven by factors such as limited housing supply, affordability constraints in the homeownership market, and demographic trends favouring urban living. While some regions have experienced fluctuations in rental values and tenant turnover, the group has maintained a consistently high occupancy rate across its residential portfolio, reflecting the quality and location of its assets and effective property management strategies.
To further navigate these challenges, a proactive approach is adopted to managing our property portfolio. This involves closely monitoring market trends, identifying emerging demand patterns, and adapting our properties to meet evolving tenant needs. By staying agile and responsive to economic shifts, we aim to mitigate the impact of downturns and position our portfolio for long-term success and resilience.
There is growing demand for sustainable buildings that meet high environmental standards. Companies are increasingly prioritizing environmental, social, and governance (ESG) criteria in their real estate decisions, making green buildings a competitive advantage. Compliance with energy efficiency standards can require costly fit-outs and upgrades. The Company is actively engaging with many industry groups including the UK Green Building Council (‘UKGBC’), the Better Building Partnership (‘BBP’) and Concrete Zero to ensure it remains up to date with all regulations. Operational performance of buildings is actively monitored, upgrading where possible to ensure compliance and to attract tenants.
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VERTUS RESIDENTIAL PLC
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
As an investment holding company, we recognise the importance of integrating environmental, social, and governance principles into our operations to create sustainable value for all stakeholders. While our direct operational involvement may be limited, we recognise the importance of ensuring that our subsidiaries uphold responsible business practices. We actively monitor their activities to promote environmental sustainability, social well-being, and sound governance. Our oversight includes encouraging our subsidiaries to adhere to ethical standards in their financial dealings and to consider the impact of their operations on stakeholders and the broader community. Through these efforts, we aim to foster a culture of responsibility and contribute positively to the financial sector and society.
Further information can be found in the Canary Wharf Group Investment Holdings plc financial statements on the activities that the group participates in relating to sustainability.
SECTION 172(1) STATEMENT COMPANIES ACT 2006
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Section 172 (1) of the Companies Act 2006 requires that a director of a company must act in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole.
As a holding company with no employees and no direct suppliers, our Section 172 statement reflects our commitment to fulfilling our duties under the Companies Act 2006 while operating in a manner consistent with our role and responsibilities within the group structure.
Our primary obligation lies with our shareholder, Stork HoldCo LP, and our actions are guided by the objective of maximising shareholder value and ensuring the long-term success of the group. We engage with Canary Wharf Group plc, an entity under common ownership, to understand their strategic objectives, priorities, and expectations, aligning our decision-making processes accordingly.
While we do not have direct employees or suppliers, we recognise the broader impact of our activities on the communities in which we operate and society at large. We uphold principles of ethical conduct, integrity, and compliance with relevant laws and regulations, contributing positively to the reputation and sustainability of the group.
Our governance practices prioritise transparency, accountability, and effective communication with Canary Wharf Group plc, ensuring that our activities are aligned with the group's overall mission and values. Despite our limited operational scope, we remain committed to responsible corporate citizenship and to acting in the best interests of the group as a whole.
KEY PERFORMANCE INDICATORS
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The Company acts solely as an investment holding entity within the wider group structure and does not have any direct operational activity. As such, the directors do not consider there to be any key performance indicators relevant to the Company.
This report was approved by the board on 30 September 2025 and signed on its behalf.
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VERTUS RESIDENTIAL PLC
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present their report and the financial statements for the year ended 31 December 2024.
The loss for the year, after taxation, amounted to £1,195,884 (2023 - loss £27).
No dividends have been paid or proposed for the year and to the date of this report (2023 - £Nil).
The directors who served during the year were:
QUALIFYING THIRD PARTY INDEMNITY PROVISIONS
The company provides a qualifying third-party indemnity provision to all directors (to the extent permitted by law) in respect of liabilities incurred as a result of their office. The company also has in place liability insurance covering the directors and officers of the company and any associated companies. Both the indemnity and insurance were in force during the period ended 31 December 2024 and at the time of the approval of this Directors' Report. Neither the indemnity nor the insurance provide cover in the event that the director is proven to have acted dishonestly or fraudulently.
The company will continue to be an investment holding company heading a group engaged in the development of and investment in residential properties.
For details in respect of going concern refer to Note 2.
The financial risk management objectives and policies together with the principal risks and uncertainties with regard to the use of financial instruments are contained within the Strategic Report. The company only engages in basic financial instruments.
ENERGY AND CARBON REPORTING
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The Company has taken the group and subsidiary exemption from providing carbon and energy information provided by The Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018.
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.
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VERTUS RESIDENTIAL PLC
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
On 21 November 2024, Deloitte LLP resigned as the auditors of the Company. In their resignation letter, Deloitte confirmed that there are no matters related to their resignation that should be brought to the attention of the members or creditors of the Company.
The auditor, Grant Thornton UK LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
POST BALANCE SHEET EVENTS
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Subsequent to the year end, on 23 January 2025, the company issued 2 new £1 ordinary shares for a total consideration of £127m.
On 24 January 2025, the company sold its investment in Newfoundland Holdco Limited for £9,026,340. The carrying value of the investment at 31 December 2024 was £3. The gain on sale will be recognised in the financial year ending 31 December 2025. Administrative expenses for the year include costs incurred during the year in relation to the disposal. This event is a non-adjusting event after the reporting period.
This report was approved by the board on 30 September 2025 and signed on its behalf.
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VERTUS RESIDENTIAL PLC
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors are responsible for preparing the Strategic Report, 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.
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VERTUS RESIDENTIAL PLC
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF VERTUS RESIDENTIAL PLC
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS
OPINION
We have audited the financial statements of Vertus Residential Plc (the 'company') for the year ended 31 December 2024, which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity 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).
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 year then ended;
∙the financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
BASIS FOR OPINION
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the ‘Auditor’s responsibilities for the audit of the financial statements’ section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
CONCLUSIONS RELATING TO GOING CONCERN
We are responsible for concluding on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the auditor’s opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or conditions may cause the company to cease to continue as a going concern.
In our evaluation of the directors’ conclusions, we considered the inherent risks associated with the company's business model including effects arising from macro-economic uncertainties such as interest rates, we assessed and challenged the reasonableness of estimates made by the directors and the related disclosures and analysed how those risks might affect the company's financial resources or ability to continue operations over the going concern period.
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.
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VERTUS RESIDENTIAL PLC
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF VERTUS RESIDENTIAL PLC
OTHER INFORMATION
The other information comprises the information included in the directors' report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the directors' report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
OPINIONS ON OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
MATTER ON WHICH WE ARE REQUIRED TO REPORT UNDER THE COMPANIES ACT 2006
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors’ report.
MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
∙the financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of directors’ remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.
RESPONSIBILITIES OF DIRECTORS
As explained more fully in the directors' responsibilities statement on page 5, 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.
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VERTUS RESIDENTIAL PLC
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF VERTUS RESIDENTIAL PLC
AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below:
∙We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and determined the most significant ones which are directly relevant to specific assertions in the financial statements are those related to the reporting frameworks (United Kingdom Generally Accepted Accounting Practice, Companies Act 2006 and UK tax compliance).
∙We understood how the company is complying with those legal and regulatory frameworks by making enquiries of management and those responsible for legal and compliance procedures. We corroborated our enquiries through our review of board minutes.
∙We assessed the susceptibility of the company’s financial statements to material misstatement, including how fraud might occur, by evaluating management's incentives and opportunities for manipulation of the financial statements. This included the evaluation of the risk of management override of controls. We determined that the principal risks were in relation to:
°journal entries involving unusual account combinations which improve the company’s financial performance through reduction in expenses or increases in income;
°potential management bias in journal entries related to significant accounting estimates and any significant transactions outside of the normal conduct of business operations;
∙Our audit procedures involved:
°evaluation of the design effectiveness of relevant controls that management has in place to prevent and detect fraud;
°journal entry testing, with a focus on unusual account combinations and those that were posted outside of the usual business process cycle;
°challenging assumptions and judgements made by management in its significant accounting estimates;
°completing audit procedures to conclude on the compliance of disclosures in the annual report and accounts with applicable financial reporting requirements.
∙These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that result from fraud is inherently more difficult than detecting those that result from error, as fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it.
∙The engagement partner’s assessment whether the engagement team collectively has the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations through the following:
°understanding of, and practical experience with audit engagements of a similar nature and complexity through appropriate training and participation; and
°knowledge of the industry in which the client operates.
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VERTUS RESIDENTIAL PLC
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF VERTUS RESIDENTIAL PLC
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
USE OF OUR 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.
Elizabeth Collins
Senior Statutory Auditor
for and on behalf of Grant Thornton UK LLP
Statutory Auditor, Chartered Accountants
London
30 September 2025
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VERTUS RESIDENTIAL PLC
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
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Interest receivable and similar income
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Interest payable and similar expenses
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LOSS FOR THE FINANCIAL YEAR
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Other comprehensive income for the year
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TOTAL COMPREHENSIVE EXPENSE FOR THE YEAR
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The notes on pages 13 to 20 form part of these financial statements.
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VERTUS RESIDENTIAL PLC
REGISTERED NUMBER: 09320873
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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NET CURRENT (LIABILITIES)/ASSETS
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TOTAL ASSETS LESS CURRENT LIABILITIES
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The financial statements were approved and authorised for issue by the board and were signed on its behalf on 30 September 2025.
The notes on pages 13 to 20 form part of these financial statements.
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VERTUS RESIDENTIAL PLC
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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COMPREHENSIVE EXPENSE FOR THE YEAR
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TOTAL COMPREHENSIVE EXPENSE FOR THE YEAR
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The notes on pages 13 to 20 form part of these financial statements.
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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COMPREHENSIVE EXPENSE FOR THE YEAR
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TOTAL COMPREHENSIVE EXPENSE FOR THE YEAR
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The notes on pages 13 to 20 form part of these financial statements.
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VERTUS RESIDENTIAL PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Vertus Residential Plc is a public company limited by shares incorporated in the UK under the Companies Act 2006 and registered in England and Wales at One Canada Square, Canary Wharf, London, E14 5AB.
The nature of the company's operations and its principal activities are set out in the Strategic Report.
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 and in accordance with United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice, including FRS 102 “the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland”).
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).
The functional currency of the company is considered to be pounds sterling because that is the currency of the primary economic environment in which they operate.
The principal accounting policies have been applied consistently throughout the year and the preceding year and are summarised below:
In assessing the going concern basis of preparation of the company's financial statements, the directors have considered a period of at least 12 months from the date of approval of these financial statements.
At the year end, the Company was in a net liability position, primarily due to an increase in trade creditors and accruals related to the disposal of a subsidiary, as detailed in Note 13. The Company remains in a net liability position following the completion of the disposal.
Canary Wharf Limited, a fellow subsidiary of Canary Wharf Group Investment Holdings plc, have confirmed that they have the intent and ability to provide such financial support to the Company, to meet their liabilities if required for a period of at least 12 months from the date of approving these
financial statements.
Having made the requisite enquiries and assessed the resources at the disposal of the company, the directors have a reasonable expectation that the company will have adequate resources to continue its operation for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
Investments in subsidiaries are stated at cost less any provision for impairment.
The company has taken the exemption from preparing the cash flow statement under Section 1.12(b) as it is a member of a group where the parent of the group prepares publicly available consolidated accounts which are intended to give a true and fair view.
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VERTUS RESIDENTIAL PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.ACCOUNTING POLICIES (CONTINUED)
The directors have taken advantage of the exemption in paragraph 1.12c of FRS 102 allowing the company not to disclose the summary of financial instruments by the categories specified in paragraph 11.41.
Trade and other receivables
Trade and other receivables are recognised initially at cost. A provision for impairment is established where there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtor concerned.
Trade and other payables
Trade and other creditors are stated at cost.
The tax expense for the year comprises current tax. Tax is recognised in profit or loss unless it relates to a transaction recognised as other comprehensive income or directly in equity, in which case the tax is also recognised in other comprehensive income or directly in equity respectively.
Current tax is recognised for the amount of income tax the Company expect to pay on taxable profit for the current or past reporting periods. This is determined based on the tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operate.
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CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
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The preparation of financial statements in conformity with generally accepted accounting principles requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Although these estimates are based on management’s best knowledge of the amount, event or actions, actual results ultimately may differ from those estimates.
The preparation of financial statements also requires use of judgements, apart from those involving estimation, that management makes in the process of applying the entity’s accounting policies.
For the period ended 31 December 2024, there were no critical accounting judgements or estimates identified that would have a significant impact on the amounts recognised in the financial statements, or create a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.
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The auditor's remuneration of £2,500 (2023 - £2,200) for the audit of the company has been borne by another group undertaking.
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VERTUS RESIDENTIAL PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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The Company had no employees during the year (2023: NIL). No directors recieved remuneration for services to the company (2023 - £NIL).
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INTEREST RECEIVABLE AND SIMILAR INCOME
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INTEREST PAYABLE AND SIMILAR EXPENSES
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Current tax on losses for the year
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VERTUS RESIDENTIAL PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
8.TAXATION (CONTINUED)
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FACTORS AFFECTING TAX CHARGE FOR THE YEAR
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The tax assessed for the year is different to the standard rate of corporation tax in the UK of 25% (2023 - 23.5%). The differences are explained below:
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Loss on ordinary activities before tax
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Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)
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Expenses not deductible for tax purposes
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TOTAL TAX CHARGE FOR THE YEAR
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The Finance Act 2021 increased the corporation tax rate from 19.0% to 25.0% in April 2023. The standard rate of corporation tax payable by the company for the year ended 31 December 2024 is 25% (2023 – 23.5%).
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FACTORS THAT MAY AFFECT FUTURE TAX CHARGES
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The company is a member of a REIT headed by Stork Holdings Limited. As a consequence all qualifying property rental business is exempt from corporation tax. Only income and expenses relating to non-qualifying activities will continue to be taxable.
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Investments in subsidiary companies
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Page 16
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VERTUS RESIDENTIAL PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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The following were subsidiary undertakings of the company:
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The aggregate of the share capital and reserves as at 31 December 2024 and the profit or loss for the year ended on that date for the subsidiary undertakings was as follows:
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FIXED ASSET INVESTMENTS (CONTINUED)
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DIRECT SUBSIDIARY UNDERTAKINGS
The following were subsidiary undertakings of the company:
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Newfoundland Holdco Limited
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Vertus WW Properties Limited
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INDIRECT SUBSIDIARY UNDERTAKINGS
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The following were indirect subsidiary undertakings of the company:
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VERTUS RESIDENTIAL PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Subsidiaries incorporated in England and Wales with the exception of Newfoundland Holdco Limited, Newfoundland Place Limited and Newfoundland Propco Limited are registered at One Canada Square, Canary Wharf, London E14 5AB. The remaining three subsidiaries are registered at 8 Sackville Street, London, W1S 3DG.
In accordance with Section 400 of the Companies Act 2006, financial information is only presented in these financial statements about the company as an individual undertaking and not about its group because the company and its subsidiary undertaking are included in the consolidated financial statements of a larger group (Note 14).
The directors are of the opinion that the value of the company's investments at 31 December 2024 was not less than the amount shown in the company's balance sheet.
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VERTUS RESIDENTIAL PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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DEBTORS: Amounts falling due within one year
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Amounts owed by parent company
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Amounts owed by group undertakings are interest free and repayable on demand.
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CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
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Amounts owed to group undertakings
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Amounts owed to group undertakings are interest free and repayable on demand.
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AUTHORISED, ALLOTTED, CALLED UP AND FULLY PAID
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50,000 (2023 - 50,000) Ordinary shares of £1.00 each
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POST BALANCE SHEET EVENTS
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Subsequent to the year end, on 23 January 2025, the company issued 2 new £1 ordinary shares for a total consideration of £127 million.
On 24 January 2025, the company sold its investment in Newfoundland Holdco Limited for £9,026,340 in an arms length transaction to Newfoundland JVCo Limited, a vehicle controlled as to 50% by Brookfield Property Partners LP and as to 50% by Qatar Investment Authority. The carrying value of the investment at 31 December 2024 was £3. The gain on sale will be recognised in the financial year ending 31 December 2025. This event is a non-adjusting event after the reporting period.
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VERTUS RESIDENTIAL PLC
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The company's immediate parent undertaking is Vertus Holdings Jersey Limited.
As at 31 December 2024, the smallest group of which the company is a member and for which group financial statements are drawn up is the consolidated financial statements of Canary Wharf Group Investment Holdings plc. Copies of the financial statements may be obtained from the Company Secretary, One Canada Square, Canary Wharf, London E14 5AB.
The largest group of which the company is a member for which group financial statements are drawn up is the consolidated financial statements of Stork HoldCo LP, an entity registered in Bermuda and the ultimate parent undertaking and controlling party. Stork HoldCo LP is registered at 73 Front Street, 5th Floor, Hamilton HM12, Bermuda.
Stork HoldCo LP is controlled as to 50% by Brookfield Property Partners LP and as to 50% by Qatar Investment Authority
The directors have taken advantage of the exemption in paragraph 33.1A of FRS 102 allowing the company not to disclose related party transactions with respect to other wholly-owned group companies.
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