Company registration number 12299546 (England and Wales)
Citylife Holdings Midland Mills Limited
Unaudited Financial Statements
For The Year Ended 30 November 2025
Paged For Filing With Registrar
CITYLIFE HOLDINGS MIDLAND MILLS LIMITED
Citylife Holdings Midland Mills Limited
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 6
CITYLIFE HOLDINGS MIDLAND MILLS LIMITED
Citylife Holdings Midland Mills Limited
BALANCE SHEET
AS AT
30 NOVEMBER 2025
30 November 2025
- 1 -
2025
2024
as restated
Notes
£
£
£
£
Fixed assets
Investments
3
1,000
1,000
Current assets
Debtors
4
198,522
202,772
Creditors: amounts falling due within one year
5
(6,585)
(4,905)
Net current assets
191,937
197,867
Total assets less current liabilities
192,937
198,867
Creditors: amounts falling due after more than one year
6
(262,654)
(226,515)
Net liabilities
(69,717)
(27,648)
Capital and reserves
Called up share capital
3,000
3,000
Profit and loss reserves
(72,717)
(30,648)
Total equity
(69,717)
(27,648)

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 30 November 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

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 members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

The financial statements were approved by the board of directors and authorised for issue on 9 June 2026 and are signed on its behalf by:
Mr G Morgan
Director
Company Registration No. 12299546
CITYLIFE HOLDINGS MIDLAND MILLS LIMITED
Citylife Holdings Midland Mills Limited
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 2 -
1
Accounting policies
Company information

Citylife Holdings Midland Mills Limited is a private company limited by shares incorporated in England and Wales. The registered office is C/O Azets, 12 King Street, Leeds, LS1 2HL.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. 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 financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £1.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

 

The parent companies are Silverback Capital Limited and Torsion Developments Limited. The registered office of Silverback Capital Limited is 12 King Street, Leeds, LS1 2HL and the registered office of Torsion Developments Limited is 1280 Century Way, Thorpe ark, Leeds, LS15 8ZB. The company has no ultimate parent. The company, its subsidiaries and its parents comprise a small group and as such are exempt from preparing group accounts.

1.2
Going concern

As at 30 November 2025 the company had net liabiliities of £69,717 (2024 - £27,648). Despite this, at the time of approving the financial statements, the directors have a reasonable expectation that the company had adequate resources to continue in operational existence for the forseeable future. Despite the insolvent balance sheet, the company continues to be supported by its related parties. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.true

1.3
Fixed asset investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.4
Cash and cash equivalents

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.

1.5
Financial instruments

The company 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 company's balance sheet when the company 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.

CITYLIFE HOLDINGS MIDLAND MILLS LIMITED
Citylife Holdings Midland Mills Limited
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
1
Accounting policies
(Continued)
- 3 -
Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

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

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, 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. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

CITYLIFE HOLDINGS MIDLAND MILLS LIMITED
Citylife Holdings Midland Mills Limited
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
1
Accounting policies
(Continued)
- 4 -
1.6
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.7
Taxation

The tax expense represents the sum of the tax currently payable.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

2
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2025
2024
Number
Number
Total
4
4
3
Fixed asset investments
2025
2024
£
£
Shares in group undertakings and participating interests
1,000
1,000
4
Debtors
2025
2024
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
198,522
202,772

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

5
Creditors: amounts falling due within one year
2025
2024
£
£
Other creditors
6,585
4,905

Included within other creditors are connected company loan balances, with common directorships, of £2,505 (2024 - £2,505), which are unsecured, interest free and repayable on demand.

CITYLIFE HOLDINGS MIDLAND MILLS LIMITED
Citylife Holdings Midland Mills Limited
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
- 5 -
6
Creditors: amounts falling due after more than one year
2025
2024
£
£
Non-convertible loans
262,654
226,515

During the prior year, the company subscribed to loan notes totalling £200,772. These loan notes have been issued by fellow group companies Silverback Capital Limited and Torsion Developments Limited, and attract an interest charge of 18%.

7
Related party transactions
2025
2024
Amounts due to related parties
£
£
Other creditors
2,505
2,505
Non-convertible loans due after one year
262,654
226,515

Included within other creditors, is an amount of £2,505 (2024 - £2,505) owed to Citylife Holdings Ltd, a connected company. This amount is unsecured, interest-free and repayable on demand.

 

Included within non-convertible loans due after one year, is an amount of £175,103 (2024 - £151,010) owed to Silverback Capital Ltd, the parent company.

 

Included within non-convertible loans due after one year, is an amount of £87,551 (2024 - £75,505) owed to Torsion Developments Limited, the parent company.

 

The following amounts were outstanding at the reporting end date:

2025
2024
Amounts due from related parties
£
£
Amounts owed by group undertakings
198,522
202,772

Included within amounts owed by group undertakings, is an amount of £2,000 (2024 - £2,000) owed from Silverback Capital Limited, the parent company.

 

Included within amounts owed by group undertakings, is an amount of £1,000 (2024 - £1,000) owed from Torsion Developments Limited, the parent company.

 

Included within amounts owed by group undertakings, is an amount of £195,522 (2024 - £199,772) owed from Citylife Holdings 6 Limited, the subsidiary company.

 

The above amounts are all unsecured, interest-free and repayable on demand.

8
Subsidiaries

Details of the company's subsidiaries at 30 November 2025 are as follows:

CITYLIFE HOLDINGS MIDLAND MILLS LIMITED
Citylife Holdings Midland Mills Limited
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
8
Subsidiaries
(Continued)
- 6 -
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Citylife Holdings 6 Limited
12 King Street, Leeds, LS1 2HL
Ordinary
100.00
-
Sky Gardens Buyers Limited
12 King Street, Leeds, LS1 2HL
Ordinary
0
100.00
9
Parent company

The parent companies are Silverback Capital Limited and Torsion Developments Limited. The company has no ultimate parent. The company, its subsidiaries and its parents comprise a small group and as such are exempt from preparing group accounts.

10
Group Guarantees

At 30 November 2025, Citylife Holdings Midland Mills Limited is party to a cross-guarantee agreement with certain companies within the group. Under the terms of this arrangement the company has guaranteed a liability of £2,361,763 held by Citylife Holdings 6 Limited, owed to Zsl Capital Limited.

11
Prior period adjustment

The prior period has been restated to remove an unpaid loan subscription held with fellow group companies. This amount has been removed as the transaction is no longer deemed probable to be settled.

 

Amounts due from group undertakings after one year have been reduced by £1,000,772, and non-convertible loans due after one year have also been reduced by £1,000,772.

 

This adjustment has not changed the profit reported for the period, nor the value of equity reported as at 30 November 2024.

30 November
2024
£
Adjustments to prior year
Reduction in amounts owed from group undertakings due after one year
(1,000,772)
Reduction in non-convertible loans due after one year
1,000,772
Total adjustments
-
Equity as previously reported
(27,648)
Equity as adjusted
(27,648)
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