MGMA PROPERTIES LIMITED


Directors	COLQUHOUN, Gavin Robert
	MOULENE, Maigael Vaya, Dr


Registered Address	C/O 3dom.Uk Accountants Ltd
	Second Floor, 61 Hamilton Square
	Birkenhead
	CH41 5AT


Registered Number	09859460 (England and Wales)

Notes to the Financial Statements
for the year ended 30 November 2025

1.	Accounting policies

	Statutory information
	The company is a private company limited by shares and registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

	Statement of compliance
	These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

	Basis of preparation
	These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

	Going concern
	The company made a loss in the period. That loss arises entirely from a non-cash fair value movement on investment property; the company's letting operations were profitable, generating an operating profit of £23,418 before that movement (2024: £38,139). The company has net current liabilities of £2,745,521 (2024: £1,170,281), which comprise principally the amount due to the directors. The directors have confirmed their intention to continue to support the company, and not to seek repayment of their loan, for a period of at least twelve months from the date of approval of these financial statements. On that basis the directors consider it appropriate to prepare the financial statements on the going concern basis.

Going concern

The company made a loss in the period. That loss arises entirely from a non-cash fair value movement on investment property; the company's letting operations were profitable, generating an operating profit of £23,418 before that movement (2024: £38,139).
The company has net current liabilities of £2,745,521 (2024: £1,170,281), which comprise principally the amount due to the directors. The directors have confirmed their intention to continue to support the company, and not to seek repayment of their loan, for a period of at least twelve months from the date of approval of these financial statements.
On that basis the directors consider it appropriate to prepare the financial statements on the going concern basis.

	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 values of assets and liabilities that are not readily apparent from other sources. These are based on historical experience and other factors 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. The critical judgements made by management that have a significant effect on the amounts recognised in the financial statements are described below. Valuation of investment property There are a number of estimates involved in assessing the fair value of the company's investment property. The directors have determined the fair value by reference to similar properties at the same location. No independent professional valuation has been obtained. The carrying amount is £2,775,000 (2024: £1,350,000).

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 values of assets and liabilities that are not readily apparent from other sources. These are based on historical experience and other factors 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.
The critical judgements made by management that have a significant effect on the amounts recognised in the financial statements are described below.

Valuation of investment property
There are a number of estimates involved in assessing the fair value of the company's investment property. The directors have determined the fair value by reference to similar properties at the same location. No independent professional valuation has been obtained. The carrying amount is £2,775,000 (2024: £1,350,000).

	Turnover policy
	Turnover comprises the fair value of the consideration received or receivable from the rental of investment properties in the ordinary course of the company's activities. Turnover is shown net of value added tax, returns, rebates and discounts. 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 policy

Turnover comprises the fair value of the consideration received or receivable from the rental of investment properties in the ordinary course of the company's activities. Turnover is shown net of value added tax, returns, rebates and discounts.
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.

	Current taxation
	The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date.

Current taxation

The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date.

	Deferred tax
	Deferred income tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements, and on unused tax losses or tax credits. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date. Deferred tax on investment property carried at fair value is measured using the tax rates and allowances that would apply on sale of the asset. At the reporting date the portfolio as a whole stands below its capitalised cost, and any chargeable gain arising on one property would be sheltered by the allowable loss on the other. No deferred tax liability has therefore been recognised. No deferred tax asset has been recognised in respect of the net unrealised loss, as its recovery is not considered probable.

Deferred tax

Deferred income tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements, and on unused tax losses or tax credits. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
Deferred tax on investment property carried at fair value is measured using the tax rates and allowances that would apply on sale of the asset. At the reporting date the portfolio as a whole stands below its capitalised cost, and any chargeable gain arising on one property would be sheltered by the allowable loss on the other. No deferred tax liability has therefore been recognised. No deferred tax asset has been recognised in respect of the net unrealised loss, as its recovery is not considered probable.

	Tangible fixed assets and depreciation
	Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses. The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.


		Straight line (years)
	Office Equipment	3

	Investment property
	Investment property is accounted for under FRS 102 Section 16. Investment property is remeasured to fair value at each reporting date, with fair value gains and losses reported in profit or loss. Investment property is initially measured at cost, including the transaction costs directly attributable to its acquisition.

2.	Average number of employees


		2025		2024
	Average number of employees during the year	0		0

3.	Tangible fixed assets

	Office Equipment	Total
	£	£
Cost or valuation
Additions	389	389
At 30 November 25	389	389
Depreciation and impairment
Charge for year	130	130
At 30 November 25	130	130
Net book value
At 30 November 25	259	259
At 30 November 24	-	-


	Additions comprise a laptop purchased on 14 July 2025. The company held no tangible fixed assets at 30 November 2024.

4.	Investment property
	Additions comprise the acquisition of Flat 6, 2-3 Ladbroke Square, London W11 3LX on 18 July 2025: purchase price £1,375,000, stamp duty land tax £150,000, legal fees and disbursements £7,235, survey £1,320, other acquisition costs £1,107 and capitalised refurbishment costs of £59,338. The fair value of each property has been determined by the directors by reference to similar properties at the same location. No independent professional valuation has been obtained. Flat 6 is carried at its purchase price; because acquisition costs, including £150,000 of stamp duty land tax, are capitalised in addition, this gives rise to a fair value loss on acquisition. That is the expected outcome of capitalising transaction costs and is not an indication of impairment. The company has no registered charges. Neither property is subject to a mortgage or other security, and there are no restrictions on the realisability of either property or on the remittance of income and proceeds of disposal. At the reporting date the company had no contractual obligations to purchase, construct or develop investment property, or for repairs, maintenance or enhancements.

Investment property

Additions comprise the acquisition of Flat 6, 2-3 Ladbroke Square, London W11 3LX on 18 July 2025: purchase price £1,375,000, stamp duty land tax £150,000, legal fees and disbursements £7,235, survey £1,320, other acquisition costs £1,107 and capitalised refurbishment costs of £59,338.
The fair value of each property has been determined by the directors by reference to similar properties at the same location. No independent professional valuation has been obtained. Flat 6 is carried at its purchase price; because acquisition costs, including £150,000 of stamp duty land tax, are capitalised in addition, this gives rise to a fair value loss on acquisition. That is the expected outcome of capitalising transaction costs and is not an indication of impairment.
The company has no registered charges. Neither property is subject to a mortgage or other security, and there are no restrictions on the realisability of either property or on the remittance of income and proceeds of disposal.
At the reporting date the company had no contractual obligations to purchase, construct or develop investment property, or for repairs, maintenance or enhancements.


		£
	Fair value at 01 December 24	1,350,000
	Additions	1,594,000
	Fair value adjustments	(169,000)
	At 30 November 25	2,775,000

5.	Creditors: amounts due within one year

	2025	2024
	£	£
Taxation and social security	4,400	7,246
Other creditors	2,753,714	1,257,578
Accrued liabilities and deferred income	76	2,100
Total	2,758,190	1,266,924

6.	Related party transactions
	GR Colquhoun & MV Moulene (Directors) During the year the directors funded the acquisition of Flat 6, 2-3 Ladbroke Square at a cost of £1,523,107, met refurbishment costs of £78,216 and introduced £6,109 through the company's bank account. They also met payments on behalf of the company totalling £6,314 (2024: £600), being accountancy fees of £5,514, a use of home as office charge of £700 and stationery of £100. The company repaid £115,000 in cash to the directors and reimbursed a further £3,716 of costs met personally. At the reporting date the amount due to GR Colquhoun & MV Moulene was £2,753,714 (2024: £1,257,578). The loan is unsecured, interest free and repayable on demand.

Related party transactions

GR Colquhoun & MV Moulene (Directors)
During the year the directors funded the acquisition of Flat 6, 2-3 Ladbroke Square at a cost of £1,523,107, met refurbishment costs of £78,216 and introduced £6,109 through the company's bank account.
They also met payments on behalf of the company totalling £6,314 (2024: £600), being accountancy fees of £5,514, a use of home as office charge of £700 and stationery of £100.
The company repaid £115,000 in cash to the directors and reimbursed a further £3,716 of costs met personally.
At the reporting date the amount due to GR Colquhoun & MV Moulene was £2,753,714 (2024: £1,257,578). The loan is unsecured, interest free and repayable on demand.

7.	Further information regarding the company's financial position
	The reserves are split as distributable profit and loss of £5,385 (2024: £179,620) and non-distributable property revaluation gain of £24,253 (2024: £nil). Profit and loss account: £29,638 (2024: £179,620) Less non-distributable revaluation gain: £(24,253) (2024: £nil) Distributable reserves: £5,385 (2024: £179,620) Flat 7 is carried at £1,400,000 against an original cost of £1,375,747, an unrealised revaluation gain of £24,253 which is not distributable. Flat 6 is carried at £1,375,000 against a capitalised cost of £1,594,000; a diminution in the value of a fixed asset is treated as a realised loss under section 841(5) of the Companies Act 2006 and is not added back in arriving at distributable reserves. The 2024 comparative has been restated from the £136,866 previously disclosed. At 30 November 2024 both properties were carried below cost, so no part of the reserve was non-distributable and the whole £179,620 was distributable. The restatement affects this disclosure only; no primary statement is affected in either year.

Further information regarding the company's financial position

The reserves are split as distributable profit and loss of £5,385 (2024: £179,620) and non-distributable property revaluation gain of £24,253 (2024: £nil).

Profit and loss account: £29,638 (2024: £179,620)
Less non-distributable revaluation gain: £(24,253) (2024: £nil)
Distributable reserves: £5,385 (2024: £179,620)

Flat 7 is carried at £1,400,000 against an original cost of £1,375,747, an unrealised revaluation gain of £24,253 which is not distributable. Flat 6 is carried at £1,375,000 against a capitalised cost of £1,594,000; a diminution in the value of a fixed asset is treated as a realised loss under section 841(5) of the Companies Act 2006 and is not added back in arriving at distributable reserves.

The 2024 comparative has been restated from the £136,866 previously disclosed. At 30 November 2024 both properties were carried below cost, so no part of the reserve was non-distributable and the whole £179,620 was distributable. The restatement affects this disclosure only; no primary statement is affected in either year.

	Notes	2025		2024
		£	£	£	£
Fixed assets
Tangible assets	3		259		-
Investment property	4		2,775,000		1,350,000
			2,775,259		1,350,000
Current assets
Cash at bank and on hand		12,669		96,644
		12,669		96,644
Creditors amounts falling due within one year	5	(2,758,190)		(1,266,924)
Net current assets (liabilities)			(2,745,521)		(1,170,280)
Total assets less current liabilities			29,738		179,720
Net assets			29,738		179,720
Capital and reserves
Called up share capital			100		100
Profit and loss account			29,638		179,620
Shareholders' funds			29,738		179,720