REGISTERED NUMBER: 13963575 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025

FOR

TUPPENCE HALFPENNY LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

Mr S J Bye

Mrs N K Bye

REGISTERED OFFICE:

2 Reed Place

Ware

Hertfordshire

SG12 9LW

REGISTERED NUMBER:

13963575 (England and Wales)

FIXED ASSETS

Investments

4

623,859

-

CURRENT ASSETS

Debtors

5

6,436,508

8

Cash at bank

5,319

-

6,441,827

8

CREDITORS

Amounts falling due within one year

6

65,678

-

NET CURRENT ASSETS

6,376,149

8

TOTAL ASSETS LESS CURRENT LIABILITIES

7,000,008

8

CREDITORS

Amounts falling due after more than one year

7

7,000,000

-

NET ASSETS

8

8

CAPITAL AND RESERVES

Called up share capital

8

8

SHAREHOLDERS' FUNDS

8

8

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2025 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 December 2025 and were signed on its behalf by:

Mr S J Bye - Director

1.	STATUTORY INFORMATION

Tuppence Halfpenny Ltd 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.

The presentation currency of the financial statements is the Pound Sterling (£).

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.

Going concern

These financial statements have been prepared on a going concern basis.

The directors have assessed various factors and risks affecting the company and its ability in these difficult economic times to continue to trade as a going concern. The directors have not identified any material uncertainties or risks related to events or conditions that could affect the carrying value of the company's assets and liabilities as at the balance sheet date and therefore the financial statements for the year ended 31 March 2025.

Preparation of consolidated financial statements

The financial statements contain information about Tuppence Halfpenny Ltd as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Significant judgements and estimates

In applying the company's accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The directors' judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.

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, if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods.

Critical judgements in applying the Company's accounting policies

The critical judgement that the directors have made in the process of applying the Company's accounting policies that have the most significant effect on the amounts recognised in the statutory financial statements are discussed below:

(i) Assessing indicators and impairment

In assessing whether there have been any indicators or impairment of assets, the directors have considered both external and internal sources of information such as market conditions, counterparty credit ratings and experience of recoverability. There have been no indicators or impairments identified during the current financial year.

Key sources of estimation uncertainty

The key assumptions concerning the future, and other key sources of estimation uncertainty that have a significant risk of causing material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

(i) Recoverability of receivables

The Company establishes a provision for receivables that are estimated not to be recoverable. When assessing recoverability the directors consider factors such as the aging of the receivables, past experience and recoverability, and the credit profile of individual or groups of customers.

Investments in subsidiaries

Investments in subsidiaries are measured at cost less accumulated impairment.

Financial instruments

Financial assets and liabilities are recognised when the company becomes party to the contractual provisions of the financial instrument. The company holds financial instruments which comprise cash and cash equivalents, trade and other receivables, equity investments, trade and other payables, loans and borrowings. The company has chosen to apply the provisions of Section 11 Basic Financial Instruments.

Financial assets / liabilities - classified as basic financial instruments

(i) Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held with banks, and other short-term highly liquid investments with original maturities of three months or less.

(ii) Trade and other receivables

Trade and other receivables are initially recognised at transaction price, including any transaction costs, net of any impairment.

(iii) Financial liabilities

Basic financial liabilities, including trade and other payables, loans and other borrowings are initially recognised at transaction price. Amounts that are payable within one year are measured at the undiscounted amount of the cash expected to be paid.

Impairment of assets

At each reporting date the Company reviews the carrying value of its assets to determine whether there is any indication that these 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.

The recoverable amount of an asset is the higher of fair value less costs to sell and value in use. Value in use is the present value of the future cash flows expected to be derived from the asset, or cash generating unit. The present value calculation involves estimating the future cash inflows and outflows to be derived from continuing use of the asset, and from its ultimate disposal, applying an appropriate discount rate to those future cash flows.

Where the recoverable amount of an asset is less than the carrying amount, an impairment loss is recognised immediately in profit or loss. An impairment loss recognised for all assets is reversed in a subsequent period if, and only if, the reasons for the impairment loss have ceased to apply. Impairment losses are charged to profit or loss in administration expenses.

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.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2024 - NIL).

4.	FIXED ASSET INVESTMENTS

Shares in

group

undertaking

£

COST

Additions

623,859

At 31 March 2025

623,859

NET BOOK VALUE

At 31 March 2025

623,859

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Spring Bay Properties

Registered office: British Virgin Islands

Nature of business: Property rental

%

Class of shares:

holding

Ordinary

100.00

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.25

31.3.24

£

£

Amounts owed by group undertakings

6,435,500

-

Other debtors

1,008

8

6,436,508

8

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.25

31.3.24

£

£

Amount owed to related undertaking

64,478

-

Accrued expenses

1,200

-

65,678

-

7.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31.3.25

31.3.24

£

£

Bank loans (see note 8)

7,000,000

-

8.

LOANS

An analysis of the maturity of loans is given below:

31.3.25

31.3.24

£

£

Amounts falling due between two and five years:

Bank loans - 2-5 years

7,000,000

-

The bank loan is interest only and repayable in August 2029. Interest is charged at a fixed rate of 5.9% per annum.

9.	SECURED DEBTS

The borrowings are secured by fixed and floating charges over the assets of Tuppence Halfpenny Ltd and by fixed and floating charges over the undertaking and assets of Spring Bay Properties Ltd in favour of Arbuthnot Latham & Co., Limited.

In addition, Tuppence Halfpenny Ltd and Tuppence Ha’penny LLP have each provided guarantees in favour of Arbuthnot Latham & Co., Limited in respect of the other’s obligations.

10.	RELATED PARTY DISCLOSURES

The company owes £64,478 to Tuppence Ha'penny LLP, an LLP under common control with the company. The balance is unsecured, interest-free, and repayable on demand.