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Company Registration No. 12124816 (England and Wales)
TPL HOLDINGS LIMITED
UNAUDITED
DIRECTORS' REPORT AND CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
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COMPANY INFORMATION
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Simmons Gainsford Professional Services Limited
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CONTENTS
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Consolidated Profit and Loss Account
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Consolidated Balance Sheet
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Consolidated Statement of Changes in Equity
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Company Statement of Changes in Equity
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Consolidated Statement of Cash Flows
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Notes to the Financial Statements
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DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JULY 2025
The directors present their report and the financial statements for the year ended 31 July 2025.
The principal activity of the company is that of an investment holding company.
The group's principal activities are that of:
Toureen Properties Limited: Property investment and development
Junipix Limited: Property investment
The directors who served during the year were:
This report was approved by the board on 20 April 2026 and signed on its behalf.
___________________________
Denis Nolan
Director
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CHARTERED ACCOUNTANTS' REPORT TO THE BOARD OF DIRECTORS ON THE PREPARATION OF THE UNAUDITED STATUTORY FINANCIAL STATEMENTS OF TPL HOLDINGS LIMITED
FOR THE YEAR ENDED 31 JULY 2025
In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the consolidated financial statements of TPL Holdings Limited for the year ended 31 July 2025 which comprise the Consolidated Profit and Loss Account, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes from the Group's accounting records and from information and explanations you have given us.
As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed at https://www.icaew.com /regulation.
This report is made solely to the Board of Directors of TPL Holdings Limited, as a body, in accordance with the terms of our engagement letter. Our work has been undertaken solely to prepare for your approval the consolidated financial statements of TPL Holdings Limited and state those matters that we have agreed to state to the Board of Directors of TPL Holdings Limited, as a body, in this report in accordance with ICAEW Technical Release TECH07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than TPL Holdings Limited and its Board of Directors, as a body, for our work or for this report.
It is your duty to ensure that TPL Holdings Limited has kept adequate accounting records and to prepare statutory consolidated financial statements that give a true and fair view of the assets, liabilities, financial position and profit of TPL Holdings Limited. You consider that TPL Holdings Limited is exempt from the statutory audit requirement for the year.
We have not been instructed to carry out an audit or review of the consolidated financial statements of TPL Holdings Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory consolidated financial statements.
Simmons Gainsford Professional Services Limited
Chartered Accountants
38-40 Chamberlayne Road
London
NW10 3JE
20 April 2026
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CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 JULY 2025
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Interest receivable and similar income
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Interest payable and similar expenses
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Profit for the financial year
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Profit for the year attributable to:
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The Profit and Loss Account has been prepared on the basis that all operations are continuing operations.
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TPL HOLDINGS LIMITED
REGISTERED NUMBER:12124816
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CONSOLIDATED BALANCE SHEET
AS AT 31 JULY 2025
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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Equity attributable to owners of the parent company
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The directors consider that the group is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the group to obtain an audit for the year 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 group's financial statements have been prepared in accordance with the 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 on 20 April 2026.
___________________________
Denis Nolan
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___________________________
Daniel Nolan
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TPL HOLDINGS LIMITED
REGISTERED NUMBER:12124816
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COMPANY BALANCE SHEET
AS AT 31 JULY 2025
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Creditors: amounts falling due within one year
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The directors consider that the group is entitled to exemption from the requirement to have an audit under the provisions of section 477 of the Companies Act 2006 and members have not required the group to obtain an audit for the year 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 group's financial statements have been prepared in accordance with the 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 on 20 April 2026.
___________________________
Denis Nolan
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___________________________
Daniel Nolan
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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2025
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COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2025
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CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JULY 2025
Cash flows from operating activities
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Profit for the financial year
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Profit on disposal of investment properties
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Net cash generated from operating activities
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Cash flows from investing activities
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Sale of investment properties
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Net cash from investing activities
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Cash flows from financing activities
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Net cash used in financing activities
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Net increase in cash and cash equivalents
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Cash and cash equivalents at beginning of year
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Cash and cash equivalents at the end of year
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Cash and cash equivalents at the end of year comprise:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
TPL Holdings Limited is a private limited company by shares, domiciled and incorporated in England and Wales. The registered office is 13 Beaumont Gate, Shenley Hill, Radlett, United Kingdom, WD7 7AR
The group consists of TPL Holdings Limited and all of its subsidiaries.
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 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 Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).
The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Profit and Loss Account in these financial statements.
The financial statements are prepared in sterling, which is the functional currency of the company.
The following principal accounting policies have been applied:
The group financial statements consolidate the financial statements of TPL Holdings Limited and all of its subsidiary undertakings using acquisition accounting at the balance sheet date. A subsidiary is an entity that is controlled by another entity, known as the parent. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The results of subsidiary undertakings acquired or disposed of during a financial period are included from, or to, the effective date of acquisition or disposal. All financial statements are made up to 31 July each year. Intra group balances, sales and profits are eliminated fully on consolidation. Uniform accounting policies have been adopted across the group.
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
Turnover represents the total invoice value of rent received or receivable during the year.
Interest income is recognised in the profit and loss account using the effective interest method.
Finance costs are charged to the profit and loss account over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
All borrowing costs are recognised in the profit and loss account in the year in which they are incurred.
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 and the group operate and generate income.
Investment properties, which are properties held to earn rentals and/or for capital appreciation, are initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently they are measured at fair value at the reporting end date. The surplus or deficit on revaluation is recognised in the profit and loss account.
Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost comprises the cost of land, construction costs and those overheads that have been incurred in bringing the stocks to their present condition.
At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. Any impairment loss is recognised immediately in the profit and loss account.
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Cash and cash equivalents
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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, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
The group 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 group's balance sheet when the group 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.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
Equity instruments issued by the group are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
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Judgements in applying accounting policies and key sources of estimation uncertainty
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In the application of the group’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 assumptions that have the most significant impact on the carrying values of assets and liabilities of the group within the next financial year are detailed as follows:
Investment properties
Valuation of investment properties requires management judgement regarding fair value of investment properties at the period end. 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.
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Profit on disposal of investment property
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The average monthly number of employees, including the directors, during the year was as follows:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
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Investments in subsidiary companies
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The following were subsidiary undertakings of the company all of which are registered in England and Wales:
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Toureen Properties Limited (Direct)
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Junipix Limited (Indirect)
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
At the balance sheet date, the directors consider the carrying amounts of the investment properties approximate to their fair value.
At the balance sheet date, the directors consider the carrying amounts of the investment property approximate to their fair value.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
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Amounts owed by group undertakings
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Amounts owed by related undertakings
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The amounts owed by group and related undertakings are interest-free, unsecured and repayable on demand.
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Amounts owed to related undertakings
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Accruals and deferred income
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The amounts owed to related undertakings are interest-free, unsecured and payable on demand.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
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Creditors: Amounts falling due after more than one year
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Bank loans:
The bank loans in notes 11 and 12 are on a monthly repayment basis with capital and interest and are secured as follows:
a) By a first legal charge over the investment property owned by the company situated at the land on the north east side of Elton Way, Watford, WD25 8HB.
b) Unlimited company guarantee is provided by TPL Holdings Limited for the liabilities of Toureen Properties Limited supported by a first legal charge over freehold property at 25 Cecil Road, Wealdstone, Harrow, HA3 5QY held in the name of TPL Holdings Limited.
c) The bank has a mortgage debenture incorporating a fixed and floating charge over all the current and future freehold and leasehold properties (whether registered or unregistered) and all commonhold properties, owned by the company, or in which the company holds an interest.
The bank loans are charged at an interest rate of 2.50% per annum over Bank of England Base Rate.
Other loans:
The other loans in notes 11 and 12 are on an annual repayment basis with capital and interest and are secured as follows:
a) By a first legal charge over the investment property owned by the company situated at Mill Lane, Salford, Milton Keynes, MK17 8BY.
The other loans are charged at a fixed interest rate of 7% per annum.
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The aggregate amount of liabilities repayable wholly or in part more than five years after the balance sheet date is:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
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Financial assets measured at amortised cost
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Financial liabilities measured at amortised cost
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Allotted, called up and fully paid
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700 P Ordinary shares of £1 each
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Post balance sheet events
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There were no events since the year end which materially affected the company or group.
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Related party transactions
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a) Group companies
The group has taken advantage of the exemption available in accordance with Financial Reporting Standard 102, Section 33.1A, ‘Related Party Disclosures’ not to disclose transactions entered and outstanding balances between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member.
b) Other related undertakings
The company is related to Toureen Group Limited, Toureen Plant Limited, The Aldenham Golf & Country Club Limited and Wexham Park Golf & Leisure Centre Limited by virtue of common control. During the year, the group received total rent of £850,000 (2024: £868,242) from related undertakings.
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The company is under the control of Denis Nolan who is the managing director and majority shareholder and therefore the ultimate controller of the company and the group.
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