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Registration number: 14192867 (England & Wales)

Prepared for the registrar

Stonewood Partnerships (Uplands RGI) Ltd

Annual Report and Financial Statements

for the Year Ended 30 September 2025

 

Stonewood Partnerships (Uplands RGI) Ltd

Contents

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3 to 7

 

Stonewood Partnerships (Uplands RGI) Ltd

Company Information

Directors

B Lang

S Smart

Registered office

The Stonewood Office
West Yatton Lane
Castle Combe
Chippenham
SN14 7EY

Auditors

Hazlewoods LLP Staverton Court
Staverton
Cheltenham
GL51 0UX

 

Stonewood Partnerships (Uplands RGI) Ltd

(Registration number: 14192867)
Balance Sheet as at 30 September 2025

Note

2025
£

2024
£

Current assets

 

Stocks

-

7,037,028

Debtors

4

2,464,222

53,868

Cash at bank and in hand

 

487

129,845

 

2,464,709

7,220,741

Creditors: Amounts falling due within one year

5

(1,559,965)

(1,836,287)

Total assets less current liabilities

 

904,744

5,384,454

Creditors: Amounts falling due after more than one year

5

-

(5,198,612)

Net assets

 

904,744

185,842

Capital and reserves

 

Called up share capital

1

1

Profit and loss account

904,743

185,841

Shareholders' funds

 

904,744

185,842

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 26 January 2026 and signed on its behalf by:
 


B Lang
Director

 

Stonewood Partnerships (Uplands RGI) Ltd

Notes to the Financial Statements for the Year Ended 30 September 2025

 

1

General information

The company is a private company limited by share capital, incorporated in the United Kingdom.

The address of its registered office is:
The Stonewood Office
West Yatton Lane
Castle Combe
Chippenham
SN14 7EY

 

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.

Name of parent of group

The parent of the smallest group preparing consolidated financial statements which include this company is Stonewood Builders Holdings Limited. The registered office of Stonewood Builders Holdings Limited is The Stonewood Office, West Yatton Lane, Castle Combe, Chippenham, SN14 7EY.

Going concern

These financial statements have been prepared on a going concern basis in accordance with the provisions of FRS 102.

The Group operates in two principal sectors: building contracting (Builders division) and residential development (Homes division). Given the operational and financial interdependencies between these divisions, the directors have assessed going concern on a consolidated Group basis.

The UK housing market has experienced prolonged weakness, with reduced transaction volumes and downward pressure on selling prices. These conditions have adversely impacted the Group’s cash flows and profitability, making forecasting inherently uncertain.

Management has prepared detailed cash flow forecasts and considered various scenarios, including further market deterioration. These forecasts indicate that the Homes division will require continued support from the Group, notably from the Builders division, who have provided letters of support confirming their intention to continue to support Stonewood Homes Limited, which forms part of the Homes division. However, no formal facility has been agreed, nor have letters of support been provided in respect of the wider Homes division, namely the Special Purpose Vehicles (SPVs) that hold certain projects.

As a result of these matters, a material uncertainty exists that may cast significant doubt on the ability of the SPVs within the wider Homes division, to which the Company belongs, to continue as a going concern.

The financial statements do not include any adjustments that would be required if the Group were unable to continue to support the wider Homes division.

 

Stonewood Partnerships (Uplands RGI) Ltd

Notes to the Financial Statements for the Year Ended 30 September 2025

Critical accounting judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 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.
 

Judgements

No significant judgements have been made by management in preparing these financial statements.

Key sources of estimation uncertainty

No key sources of estimation uncertainty have been identified by management in preparing these financial statements other than those detailed in these accounting policies.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the company.

The company recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the company's activities. Turnover is recognised on legal completion for each individual unit sold.

The company reviews housing association contracts on a contract by contract basis and determines the appropriate revenue recognition based on the specific terms of the contract. Where the risks and rewards of ownership transfer to a housing association on legal completion (turn key agreement) revenue is recognised on legal completion of the units, similar to revenue recognition on private housing. Where a contract with a housing association transfers legal title at a specific point in the build process, generally once foundations and key utilities have been laid (golden brick agreement), revenue is recognised based on the stage of completion of the unit. Stage of completion is certified by agents of the housing association and revenue is recorded based on this assessment.

Government grants

Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.

Trade debtors

Trade debtors are amounts due from customers for property sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

 

Stonewood Partnerships (Uplands RGI) Ltd

Notes to the Financial Statements for the Year Ended 30 September 2025

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Financial instruments


Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.


Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.


Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

 

Stonewood Partnerships (Uplands RGI) Ltd

Notes to the Financial Statements for the Year Ended 30 September 2025

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

 

3

Staff numbers

The company had no employees in the current or prior year.

 

4

Debtors

2025
£

2024
£

Amounts due from group undertakings

1,369,721

-

Other debtors

1,094,501

53,868

2,464,222

53,868

Amounts due from group undertakings are interest free and repayable on demand.

 

5

Creditors

2025
 £

2024
 £

Due within one year

Trade creditors

42,891

1,200

Amounts due to group undertakings

-

458,986

Other creditors

729,141

1,372,500

Accrued expenses

787,933

3,601

1,559,965

1,836,287

Amounts due to group undertakings are interest free and repayable on demand.

Note

2025
£

2024
£

Due after one year

 

Loans and borrowings

6

-

5,198,612

 

Stonewood Partnerships (Uplands RGI) Ltd

Notes to the Financial Statements for the Year Ended 30 September 2025

 

6

Loans and borrowings

Non-current loans and borrowings

2025
£

2024
£

Bank borrowings

-

5,198,612


Bank borrowings
Bank borrowings comprise a bank loan of £nil (2024 - £5,198,612) which is denominated in Sterling and bears interest at a rate of 4.75% per annum above the Bank of England base rate, subject to a minimum of 5.75%. The facility is repayable 30 months from drawdown. The loan was repaid in full in the year.

 

7

Related party transactions

The company has taken the exemption from disclosing balances and transactions with entities which are 100% owned by the group.

 

8

Parent and ultimate parent undertaking

The company's immediate parent is Stonewood Homes Limited, incorporated in the United Kingdom.

The ultimate parent is Stonewood Properties Limited, incorporated in the United Kingdom.

The parent of the smallest group of undertakings producing publicly available consolidated financial statements is Stonewood Builders Holdings Limited. These financial statements are publicly available from Companies House.

The most senior parent entity producing publicly available financial statements is Stonewood Properties Limited.
These financial statements are publicly available from Companies House.

 

9

Audit report

The Independent Auditor's Report was unqualified. We draw attention to Note 2 in the financial statements, which indicates no formal facility has been agreed, nor have letters of support been provided in respect of the Special Purpose Vehicles in the wider Homes division to which the company belongs. As stated in Note 2, these events or conditions, together with other matters set out in the note, indicate that a material uncertainty exists that may cast significant doubt on the Company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter. The name of the Senior Statutory Auditor who signed the audit report on 27 January 2026 was Paul Fussell, who signed for and on behalf of Hazlewoods LLP.