Nicksas Holdings Limited - Filleted accounts

Registered number

09015152

Nicksas Holdings Limited

Filleted Accounts

31 March 2026

Nicksas Holdings Limited
Registered number:		09015152
Balance Sheet
as at 31 March 2026

Notes			2026			2025
£				£
Fixed assets
Investments	3		10,371			5,201

Current assets
Debtors	4	8,434,954			741,538
Cash at bank and in hand		2,151			23,680
		8,437,105			765,218

Creditors: amounts falling due within one year	5	(9,081,015)			(9,430,111)

Net current liabilities			(643,910)			(8,664,893)

Total assets less current liabilities			(633,539)			(8,659,692)

Creditors: amounts falling due after more than one year	6		(8,500,000)			-



Net liabilities			(9,133,539)			(8,659,692)

Capital and reserves
Called up share capital	7		40			30
Profit and loss account			(9,133,579)			(8,659,722)

Shareholders' funds			(9,133,539)			(8,659,692)

The directors are satisfied that the company is entitled to exemption from the requirement to obtain an audit under section 477 of the Companies Act 2006.
The members have not required the company to obtain an audit in accordance with section 476 of the Act.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of accounts.
The accounts have been prepared and delivered in accordance with the special provisions applicable to companies subject to the small companies regime. The profit and loss account has not been delivered to the Registrar of Companies.




Mr N M M Johnston
Director
Approved by the board on 24 August 2026

Nicksas Holdings Limited
Notes to the Accounts
for the year ended 31 March 2026


1	Accounting policies

	Basis of preparation
	The accounts have been prepared under the historical cost convention and in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland (as applied to small entities by section 1A of the standard).

	Exemption from preparing group accounts
	The company is a parent company that is exempt from the requirement to prepare consolidated financial statements by virtue of section 399 of the Companies Act 2006 as the group qualifies as a small group.

	Going concern
	At 31 March 2026, the company had net liabilities of £9,133,539 (2025: £8,659,692). The company remains dependent on financial support from Johnston Estate Management Group Limited and other related parties to meet its obligations as they fall due. Johnston Estate Management Group Limited has confirmed its intention to continue providing financial support to the company and has undertaken not to seek repayment of existing balances for a period of at least twelve months from the date of approval of these financial statements. During the year the company entered into a long-term loan facility with Weatherbys Bank Limited of £8,500,000 which is repayable in ten years. The directors have reviewed the company's projected cash flows and financing requirements for a period of at least twelve months from the date of approval of these financial statements and have considered the continued availability of support from related parties. Based on this assessment, the directors have a reasonable expectation that the company will have adequate resources to continue in operational existence for the foreseeable future. Accordingly, the financial statements have been prepared on the going concern basis.

	Interest income
	Interest income is recognised in profit or loss using the effective interest method.

	Finance costs
	Finance costs are charged to profit or loss 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. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

	Investments
	Investments in subsidiaries, associates and joint ventures are measured at cost less any accumulated impairment losses. Listed investments are measured at fair value. Unlisted investments are measured at fair value unless the value cannot be measured reliably, in which case they are measured at cost less any accumulated impairment losses. Changes in fair value are included in the profit and loss account.

	Debtors
	Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts.

	Creditors
	Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method.

	Taxation
	A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period. Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted.

	Financial instruments
	Financial assets and financial liabilities are recognised when the company becomes a 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. Financial assets and liabilities are only offset in the balance sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

	Provisions
	Provisions (ie liabilities of uncertain timing or amount) are recognised when there is an obligation at the reporting date as a result of a past event, it is probable that economic benefit will be transferred to settle the obligation and the amount of the obligation can be estimated reliably.

2	Employees	2026		2025
Number			Number

	Average number of persons employed by the company	0		0


3	Investments
Investments in
subsidiary
undertakings
£
	Cost
	At 1 April 2025			5,201
	Additions			5,170

	At 31 March 2026			10,371

	Investments valuation
	The directors have assessed the carrying value of the company's investments in subsidiaries as at 31 March 2026 and concluded that no reliable market valuation is available, as the subsidiaries are unquoted entities and there is no active market for these investments. Based on their assessment of the financial position and future prospects of the subsidiaries, no impairment is considered necessary. Accordingly, the investments are carried at cost.

4	Debtors	2026		2025
£			£

	Trade debtors	995		-
	Amounts owed by group undertakings and undertakings in which the company has a participating interest	8,177,690		49,000
	Prepayments and accrued income	122,397		6,066
	Other debtors	133,872		686,472
		8,434,954		741,538

	The amounts owed by group undertakings principally relate to funding advanced to group companies for the acquisition and development of investment properties and to support the commencement of trading activities. The directors have reviewed the recoverability of these balances at the reporting date and, having regard to the underlying assets, business plans and expected future cash flows of the relevant entities, consider the balances to be fully recoverable. Accordingly, no impairment provision has been recognised.

5	Creditors: amounts falling due within one year	2026		2025
£			£

	Trade creditors	47,065		68,146
	Amounts owed to group undertakings and undertakings in which the company has a participating interest	6,964,000		9,346,000
	Accruals and deferred income	3,960		6,239
	Other creditors	2,065,990		9,726
		9,081,015		9,430,111


6	Creditors: amounts falling due after one year	2026		2025
£			£

	Bank loans	8,500,000		-

	Analysis of maturity of debt:	2026		2025
£			£
	Repayable within one year	-		-
	Repayable between one and five years	-		-
	Repayable after more than five years	8,500,000		-
		8,500,000		-

	Bank loan
	During the year the company entered into a secured loan facility with Weatherbys Bank Limited. The facility comprises a term loan of £8,500,000 repayable ten years from drawdown. The loan is repayable on an interest-only basis throughout the term, with the principal balance repayable in full on the final repayment date. The loan is secured by legal charges over investment and development properties held within the group and is further supported by personal guarantees from the company's directors.

	Secured liability
	At 31 March 2026 the company had granted a debenture in favour of HSBC UK Bank plc comprising fixed and floating charges over the company's undertaking and assets. The charge remained registered at the reporting date and continues to provide security in connection with banking arrangements within the wider group.

7	Share capital	2026		2025
£			£
	Allotted, called up and paid up share capital

	240 A ordinary shares of £0.10 each	24		18
	160 B ordinary shares of £0.10 each	16		12
		40		30


	During the year the company issued 60 A ordinary shares and 40 B ordinary shares of £0.10 each. As a result, the company's issued share capital increased from £30 to £40.

8	Related party transactions

	Included within other creditors at 31 March 2026 is an amount of £2,065,990 owed to the company's directors. The balance is unsecured, bears no interest and is repayable on demand.

	At 31 March 2026, amounts owed to group undertakings included a loan of £283,000 from SNSEM Limited. The balance is unsecured, bears no interest and is repayable on demand.

	During the year the company was charged interest of £187,319 (2025: £723,602) by Johnston Estate Management Group Limited (“JEMG”), a company under the control of the director, Mr N M M Johnston. Included within amounts owed to group undertakings at 31 March 2026 is an amount of £6,681,000 (2025: £9,346,000) payable to JEMG in respect of loans and accrued interest. The balance is unsecured, bears interest in accordance with the underlying loan arrangements and is legally repayable on demand. JEMG has confirmed that it will not seek repayment of the balance for a period of at least twelve months from the date of approval of these financial statements. The balance due to Johnston Estate Management Group Limited principally relates to funding provided to support the acquisition and development of investment properties by group companies and to provide working capital funding within the group.

	At 31 March 2026, the company had a balance of £60,600 (2025: £49,000) due from SNSER3 Limited, which is included within amounts owed by group undertakings. The balance is unsecured, interest-free and repayable on demand.

	At 31 March 2026, amounts owed by group undertakings included £1,494,500 due from Eye Spy Land Limited. The balance is unsecured, bears no interest and is repayable on demand.

	At 31 March 2026, amounts owed by group undertakings included £6,622,590 due from North South Land Limited. The balance is unsecured, bears no interest and is repayable on demand.

9	Ultimate controlling party

	The company is controlled by Mr N M M Johnston by virtue of his majority shareholding in the company.


10	Other information

	Nicksas Holdings Limited is a private company limited by shares and incorporated in England. Its registered office is:
	The Estate Office
	Quarry Farm
	Great Tew
	Chipping Norton
	OX7 4BT