REGISTERED NUMBER: 11067687 (England and Wales)

Unaudited Financial Statements for the Year Ended 31 December 2024

for

SCBG PROPERTIES LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

J S Saggar

M W Hills

SECRETARY:

VG Secretaries Limited

REGISTERED OFFICE:

1 Pall Mall

London

SW1Y 5AU

REGISTERED NUMBER:

11067687 (England and Wales)

FIXED ASSETS

Tangible assets

4

30,000,000

45,000,000

CURRENT ASSETS

Debtors

5

30,726

16,879

Cash at bank

2,365,546

347,924

2,396,272

364,803

CREDITORS

Amounts falling due within one year

6

19,925,457

24,017,995

NET CURRENT LIABILITIES

(17,529,185

)

(23,653,192

)

TOTAL ASSETS LESS CURRENT LIABILITIES

12,470,815

21,346,808

CREDITORS

Amounts falling due after more than one year

7

-

15,500,000

NET ASSETS

12,470,815

5,846,808

CAPITAL AND RESERVES

Called up share capital

10

1,000

1,000

Retained earnings

12,469,815

5,845,808

SHAREHOLDERS' FUNDS

12,470,815

5,846,808

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 30 September 2025 and were signed on its behalf by:

J S Saggar - Director

M W Hills - Director

1.	STATUTORY INFORMATION

SCBG PROPERTIES LIMITED is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Freehold property is measured at fair value. Changes in fair value are recognised in the income statement.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 2 (2023 - 2 ) .

4.	TANGIBLE FIXED ASSETS

Freehold

property

£

COST OR VALUATION

At 1 January 2024

49,388,067

Additions

21,958,779

Disposals

(49,647,096

)

Revaluations

8,300,250

At 31 December 2024

30,000,000

DEPRECIATION

At 1 January 2024

4,388,067

Eliminated on disposal

(4,388,067

)

At 31 December 2024

-

NET BOOK VALUE

At 31 December 2024

30,000,000

At 31 December 2023

45,000,000

Cost or valuation at 31 December 2024 is represented by:

Freehold

property

£

Valuation in 2024

8,388,796

Cost

21,611,204

30,000,000

The company obtained a valuation of £37,000,000 on an open market value as at 1 December 2024. This has been adjusted to £30,000,000 by the directors under advice from the property and investment advisor, to reflect the current and local market conditions of the property.

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Loans receivable

30,000

-

Insurance receivable

426

-

VAT

-

16,579

Prepayments

300

300

30,726

16,879

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Other loans (see note 8)

19,012,037

22,113,297

Social security and other taxes

-

41,103

VAT

103,511

-

Deferred income

230,137

-

Accrued expenses

579,772

1,863,595

19,925,457

24,017,995

7.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31.12.24

31.12.23

£

£

Bank loans (see note 8)

-

15,500,000

8.

LOANS

An analysis of the maturity of loans is given below:

31.12.24

31.12.23

£

£

Amounts falling due within one year or on demand:

Other loans

19,012,037

22,113,297

Amounts falling due between two and five years:

Bank loans - 2-5 years

-

15,500,000

9.	SECURED DEBTS

The following secured debts are included within creditors:

31.12.24

31.12.23

£

£

Bank loans

-

15,500,000

The company entered into a Murabaha Senior Secured Commodity Facility Agreement with BNP Paribus (Suisse) SA on 7 December 2021 for a cost price of £15,500,000, drawn down on 15 December 2021. Profit was payable quarterly until maturity on 18 December 2023.

On 18 December 2023, the murabaha financing was extended for six months with a profit amount of £540,211 payable.

On 18 June 2024 the murabaha funding was extended for a further three months.

On 6 August 2024, the company repaid the murabaha financing.

10.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.24

31.12.23

value:

£

£

1,000

Ordinary

£1

1,000

1,000

11.	RELATED PARTY DISCLOSURES

The company entered into a Shareholder Loan Agreement with SCBG Funding Limited, a company registered in Jersey, on 1 October 2021 for a loan up to £18,166,831. On 16 December 2021, a part repayment of £8,000,000 was made to SCBG Funding Limited.

On 1 January 2022, £9,200,000 of the loan was made interest bearing at the rate of 10% per annum.

On 30 November 2022, a further interest free loan was made in the sum of £10,701,030.

On 13 October 2023, a further interest free loan was made in the sum of £100,000.

On 7 November 2023, a further interest free loan was made in the sum of £400,000, of which £300,000 has been drawn down

The total amount of the loans are unsecured and repayable on demand.

12.	ULTIMATE CONTROLLING PARTY

The immediate controlling party is SCBG Funding Limited, a company incorporated in Jersey on 8 September

2021 and the sole shareholder.

The ultimate controlling party is VG Corporate Trustee Limited as Trustee of Sidra 2 Trust, a trust established

under the laws of Jersey on 11 June 2018.