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Registered number in England and Wales: 03072922









COVENT GARDEN ESTATES LIMITED

ANNUAL REPORT AND AUDITED FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 AUGUST 2025

 
COVENT GARDEN ESTATES LIMITED
REGISTERED NUMBER: 03072922

BALANCE SHEET
AS AT 31 AUGUST 2025

2025
2024
Note
£
£

Tangible assets
 5 
-
-

  
-
-

Current assets
  

Stocks
 6 
5,832,074
5,832,074

Debtors: amounts falling due within one year
 7 
4,349,767
3,201,877

Cash at bank and in hand
  
645,606
624,476

  
10,827,447
9,658,427

Creditors: amounts falling due within one year
 8 
(639,096)
(409,648)

Net current assets
  
 
 
10,188,351
 
 
9,248,779

Creditors: amounts falling due after more than one year
  
(153,493)
-

Net assets
  
10,034,858
9,248,779


Capital and reserves
  

Called up share capital 
 10 
2
2

Profit and loss account
  
10,034,856
9,248,777

  
10,034,858
9,248,779


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the statement of income and retained earnings in accordance with 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 by: 




P J M Williams
Director

Date: 27 August 2026

The notes on pages 2 to 10 form part of these financial statements.
Page 1

 
COVENT GARDEN ESTATES LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025

1.


General information

Covent Garden Estates Limited is a private company, limited by shares, and is incorporated in England and Wales. The address of its registered office is 26-28 Neal Street, London, WC2H 9QQ.

The financial statements are presented in sterling which is the functional currency of the company. The level of rounding applied is £1.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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 requirements and the Companies Act 2006 and the requirements of the Statement of Recommended Practice 'Accounting by Limited Liabilities Partnerships'. 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 following principal accounting policies have been applied:

 
2.2

Going concern

The financial statements have been prepared on a going concern basis. In adopting this basis, the director has considered the Company’s current trading performance, cash flow forecasts and working capital requirements for the foreseeable future. 

The director has also considered the Company’s access to short-term lease rental income and the recoverability of amounts due from a company under common control, which is considered capable of settling the balance on demand. 

Based on this assessment, the director has a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future future, being a period of at least one year from the approval of these financial statements.  Accordingly the director considers that  it remains appropriate to continue to adopt the going concern basis of accounting in preparing these financial statements.

 
2.3

Other operating income

Other operating income represents rental income and is stated net of value added tax where appropriate.

Rental income, including any incentives given, takes into account the terms of the lease, and is recognised evenly over the length of the lease.

 
2.4

Taxation

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 tax expense represents the sum of the tax payable.

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 operates and generates income.


Page 2

 
COVENT GARDEN ESTATES LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025

2.Accounting policies (continued)

 
2.5

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Fixtures and fittings
-
25%
on cost

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.6

Stocks

Stock, which comprises properties in hand held for resale, is valued at the lower of cost and estimated selling price less future costs expected to be incurred on disposal. Interest and loan arrangement fees payable on loans to acquire properties for resale is written off as incurred

Purchases and sales of properties are recognised when legally binding contracts which are irrevocable and effectively unconditional are exchanged and, in the case of disposals, where completion has taken place prior to the date on which the financial statements are approved.

Page 3

 
COVENT GARDEN ESTATES LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025

2.Accounting policies (continued)

 
2.7

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” 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.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic 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 the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.


 
Page 4

 
COVENT GARDEN ESTATES LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025

2.Accounting policies (continued)


2.7
Financial instruments (continued)

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

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

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

Page 5

 
COVENT GARDEN ESTATES LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Properties are held as stock for development, refurbishment, exploiting opportunities to add value and subsequent resale in the foreseeable future. Management will exercise informed judgement when determining how and the timing for potential to be exploited and as part of that process will consider factors such as prevailing economic conditions, demand, supply and availability of comparable properties, cost of capital, local transaction insights, occupier trends, nearby developments and the funding capabilities of potential purchasers. In considering these factors individually and collectively requires management to make significant judgements. Management also continually appraise existing stock against new environmental and sustainability targets and as a consequence will upgrade utilities, mechanical, electrical and plumbing facilities and also enhance accessibility to entrances, lifts, toilets and other facilities to ensure access for all.

FRS 102 places a material emphasis on management intention when determining asset classification. Factors such as a long holding period and interim rental income are ordinary practices in the ordinary course of property development and trading, and the decisive criterion is the intention and purpose for which the asset is held.  Management considers this at the outset, and throughout the lifecycle of development, and the overall strategic purpose remains that the development properties are held for resale in the foreseeable future and consider it appropriate to classify those development properties within stock.

Management also continually appraises existing stock against new environmental and sustainability targets and as a consequence will upgrade utilities, mechanical, electrical and plumbing facilities and enhance accessibility to entrances, lifts, toilets and other facilities to ensure access for all.

At the balance sheet date, the Company was owed £2,273,695 (2024 - £1,316,895) by group undertakings. Debtors are initially held at the transaction price, provisions are made for any debtors where recoverability is considered uncertain. Calculations of those provisions require judgements to be made, which include likelihood of receiving monies owed, the situation of the debtor and other external factors which may affect the ability of the group undertaking to pay. As at 31 August 2025, no provisions were recognised against amounts due from group undertakings (2024 - £NIL).


4.


Employees

The average monthly number of employees during the year was 0 (2024 - 0).

Page 6

 
COVENT GARDEN ESTATES LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025

5.


Tangible fixed assets


Fixtures and fittings

£



Cost


At 1 September 2024
17,650


Disposals
(4,050)



At 31 August 2025

13,600



Depreciation


At 1 September 2024
17,650


Disposals
(4,050)



At 31 August 2025

13,600



Net book value



At 31 August 2025
-



At 31 August 2024
-


6.


Stocks

2025
2024
£
£

Development properties held for resale
5,832,074
5,832,074



7.


Debtors

2025
2024
£
£

Trade debtors
-
1,443

Amounts owed by group undertakings
2,273,695
1,316,895

Other debtors
2,076,072
1,883,539

4,349,767
3,201,877


Page 7

 
COVENT GARDEN ESTATES LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025

8.


Creditors: Amounts falling due within one year

2025
2024
£
£

Trade creditors
10,236
11,837

Other taxation and social security
39,483
41,808

Other creditors
520,757
289,583

Accruals and deferred income
68,620
66,420

639,096
409,648



9.


Creditors: Amounts falling due after more than one year

2025
2024
£
£

Other creditors
153,493
-



10.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



2 (2024 - 2) Ordinary shares of £1.00 each
2
2



11.


Prior year adjustment

During the year the directors have re-classified rental income from turnover to other operating income, this has resulted in a prior year adjustment of £784,351 though has not impacted the profit after tax, nor the net assets as at 31 August 2024 since the re-classification was only within the Statement of Income and Retained Earnings.

Page 8

 
COVENT GARDEN ESTATES LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025

12.


Leases receivables due under operating leases

At 31 August 2025 the Company had future minimum lease receivables due under non-cancellable operating leases for each of the following periods:

2025
2024
£
£


Not later than 1 year
766,093
586,586

Later than 1 year and not later than 5 years
1,239,649
423,838

2,005,742
1,010,424

During the period the Company received income of £747,199 (2024 - £745,351) from commercial operating leases.


13.


Related party transactions

At the balance sheet date, Universal Consolidated Group Limited, a company under common control, owed the company £2,076,011 (2024 - £1,376,045). This amount is interest free and repayable on demand.

During the period the Company received £70,000 (2024 - £70,000) rental income from Universal Consolidated Group Limited.

At the balance sheet date, UCG (Daventry) Limited, a company under common control, owed the company £NIL (2024 - £420,000). This amount is interest free and repayable on demand.

At the balance sheet date, Mayfair Property (Investments & Developments) Limited, a company in which the director has a material interest, was owed £450,000 (2024 - £NIL). This loan was previously owed by the parent undertaking and has been reassigned during the year. This amount is interest free and repayable on demand.


14.


Controlling party

The immediate and ultimate parent company is Covent Garden Estates Holdings Limited, a company registered in England and Wales.  The address of its registered office is 26 - 28 Neal Street, London WC2H 9QQ.

The parent of the smallest and largest group into which the entity is consolidated is Covent Garden Estates Holdings Limited. These financial statements are publicly available from the UK Registrar of Companies.

Page 9

 
COVENT GARDEN ESTATES LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025

15.


Auditors' information

The auditors' report on the financial statements for the year ended 31 August 2025 was qualified.

The qualification in the audit report was as follows:
We were appointed as auditors of the Company for the year ended 31 August 2025 and this is the first year in which we have audited the Company.

The opening stock balance as at 31 August 2024 includes a property held for development, stated at cost. A significant proportion of the costs capitalised within this balance arose in prior accounting periods. We were unable to obtain sufficient appropriate audit evidence to support the validity, completeness and capitalisation of these historical costs, as the underlying documentation and supporting audit trail were not available. 

Consequently, we were unable to determine whether any adjustments were necessary to the opening stock balance. As opening balances form the basis for determining the results of the current period, we were also unable to determine the effect of this matter on the closing stock balance, which is stated at the lower of cost and net realisable value in the statement of financial position, or on the profit or loss for the year.

In addition, the audit report noted the following:

Other matter

The financial statements of Covent Garden Estates Limited for the year ended 31 August 2024 were unaudited.

The audit report was signed on 27 August 2026 by Tanya Craft (Senior Statutory Auditor) on behalf of HW Fisher Audit.


Page 10