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Registered number: 14846458












FAIROAKS AIRPORT HOLDINGS LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2024

 

FAIROAKS AIRPORT HOLDINGS LIMITED

CONTENTS



Page
Company information
 
1
Balance sheet
 
2 - 3
Notes to the financial statements
 
4 - 12


 

FAIROAKS AIRPORT HOLDINGS LIMITED
 
COMPANY INFORMATION


Directors
A K Cole 
K J Mansfield 
S M Wallis 




Company secretary
S P Wood



Registered number
14846458



Registered office
Building Am1
Fairoaks Airport

Chobham

Surrey

United Kingdom

GU24 8HU




Accountants
Blick Rothenberg Limited
Chartered Accountants

16 Great Queen Street

Covent Garden

London

WC2B 5AH




Page 1


 
REGISTERED NUMBER:14846458
FAIROAKS AIRPORT HOLDINGS LIMITED

BALANCE SHEET
AS AT 30 JUNE 2024

2024
Note
£

Fixed assets
  

Tangible assets
 4 
92,496

Investments
 5 
170

Investment property
 6 
10,856,941

  
10,949,607

Current assets
  

Debtors: amounts falling due within one year
 7 
363,811

Cash at bank and in hand
  
5,685

  
369,496

Creditors: amounts falling due within one year
 8 
(12,737,091)

Net current liabilities
  
 
 
(12,367,595)

Total assets less current liabilities
  
(1,417,988)

  


Capital and reserves
  

Called up share capital 
 9 
2,970

Profit and loss account
  
(1,420,958)

Total equity
  
(1,417,988)


Page 2


 
REGISTERED NUMBER:14846458
FAIROAKS AIRPORT HOLDINGS LIMITED
    
BALANCE SHEET (CONTINUED)
AS AT 30 JUNE 2024

The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the period 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 profit and loss account 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: 




A K Cole
Director

Date: 15 December 2025

The notes on pages 4 to 12 form part of these financial statements.

Page 3

 

FAIROAKS AIRPORT HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2024

1.


General information

Fairoaks Airport Holdings Limited is a private company limited by shares incorporated in England and Wales. The address of its registered office is Building Am1, Fairoaks Airport, Chobham, Surrey, United Kingdom, GU24 8HU.

These financial statements have been prepared for a long period from 4 May 2023 (incorporation) to 30 June 2024.

The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

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 Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the requirements and the Companies Act 2006 and the requirements of the Statement of Recommended Practice 'Accounting by Limited Liabilities Partnerships'. 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

Exemption from preparing consolidated financial statements

The Company, and the Group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts.

 
2.3

Going concern

After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Page 4

 

FAIROAKS AIRPORT HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2024

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
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 balance sheet date in the countries where the Company operates and generates income.


 
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.

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:

Plant and machinery
-
10%

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

 

FAIROAKS AIRPORT HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2024

2.Accounting policies (continued)

 
2.7

Investment property

Investment property is carried at fair value determined annually by external valuers 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 profit or loss.

 
2.8

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Profit and loss account for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Investments in listed company shares are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period.

 
2.9

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.


2.10

Financial instruments

The Company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.

Financial assets and financial liabilities are recognised when the Company becomes party to the contractual provisions of the instrument. 

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. 
 
The Company’s policies for its major classes of financial assets and financial liabilities are set out below. 

Financial assets

Basic financial assets, including trade and other debtors, cash and bank balances, intercompany working capital balances, are initially recognised at transaction price, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.

Page 6

 

FAIROAKS AIRPORT HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2024

2.Accounting policies (continued)




Financial instruments (continued)

Financial liabilities

Basic financial liabilities, including other creditors, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Impairment of financial assets

Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. 

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the Company would receive for the asset if it were to be sold at the reporting date. 

For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets and financial liabilities

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. 
 
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Offsetting of financial assets and financial liabilities

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.

Page 7

 

FAIROAKS AIRPORT HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2024

2.Accounting policies (continued)

 
2.11

Dividends

Dividends on shares recognised as liabilities are recognised as expenses and classified within interest payable.

  
2.12

Share capital

Ordinary shares are classified as equity.


3.


Employees

The average monthly number of employees, including directors, during the period was 3.


4.


Tangible fixed assets


Plant and machinery

£



Cost


Transfers intra group
95,512



At 30 June 2024

95,512



Depreciation


Charge for the period
3,016



At 30 June 2024

3,016



Net book value



At 30 June 2024
92,496

Page 8

 

FAIROAKS AIRPORT HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2024

5.


Fixed asset investments





Investments in subsidiary companies

£



Cost


Additions
12,117,618



At 30 June 2024

12,117,618



Impairment


Charge for the period
12,117,448



At 30 June 2024

12,117,448



Net book value



At 30 June 2024
170

Page 9

 

FAIROAKS AIRPORT HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2024

6.


Investment property


Freehold investment property

£



Valuation


Additions
10,856,941



At 30 June 2024
10,856,941

The company's freehold investment property was acquired via dividend in specie from a subsidiary entity during the period.

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







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

2024
£


Historic cost
10,856,941

10,856,941


7.


Debtors

2024
£


Amounts owed by group undertakings
362,710

Other debtors
601

Prepayments and accrued income
500

363,811


Amounts owed by group undertakings are unsecured, interest-free and are repayable on demand.

Page 10

 

FAIROAKS AIRPORT HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2024

8.


Creditors: Amounts falling due within one year

2024
£

Amounts owed to group undertakings
505,995

Other taxation and social security
5,456

Other creditors
96,410

Accruals and deferred income
14,750

Share capital treated as debt
12,114,480

12,737,091


Amounts owed to group undertakings are unsecured, interest-free and are repayable on demand.


9.


Share capital

2024
£
Shares classified as equity

Allotted, called up and fully paid


2,970 Ordinary shares of £1.00 each
2,970

2024
£
Shares classified as debt

Allotted, called up and fully paid


1,097,322 A Preference shares of £1.00 each
1,097,322
11,017,158 B Preference shares of £1.00 each
11,017,158

12,114,480


Ordinary shares confer voting rights of 1 vote per share and confer the right to participate in distributions of the Company.

A Preference shares are redeemable at par and accrue a dividend equal to 20% of the par value of the shares. 

B Preference shares are redeemable at par, however they are only redeemable following the redemption of the A Preference shares. B Preference shares have no rights and obligations.

During the period the Company issued 1 Ordinary £1 share at par upon incorporation on 4 May 2023.

On 22 March 2024 the Company entered into a share for share exchaneg with Albemarle Fairoaks Airport Limited, a company registered in Guernsey. As part of the share for share exchange, 2,969 Ordinary shares of £1 each, 1,097,322 A Preference shares of £1 each, and 11,017,158 B Preference shares of £1 each were issued to existing shareholders of Albemarle Fairoaks Airport Limited in exchange for 100% of the issued share capital of Albemarle Fairoaks Airport Limited.

Page 11

 

FAIROAKS AIRPORT HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2024

10.


Related party transactions

The Company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly-owned part of the group.

 
Page 12