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Registered Number: 12878619 (England & Wales)



 






MK GATEWAY LIMITED


DIRECTORS' REPORT AND FINANCIAL STATEMENTS


FOR THE YEAR ENDED 
31 DECEMBER 2025





Pages for Filing with the Registrar


























 
MK GATEWAY LIMITED
 

CONTENTS



Page
Company Information
 
1
Balance Sheet
 
2
Notes to the Financial Statements
 
3 - 6



 
MK GATEWAY LIMITED
 
 
COMPANY INFORMATION


Directors
Shane Law 
Elliot Lipton 
Nicolo Benzi 




Registered number
12878619



Registered office
54 Portland Place

London

W1B 1DY




Independent auditors
Lewis Golden LLP

40 Queen Anne Street

London

W1G 9EL




- 1 -


 
Registered Number: 12878619 (England & Wales)
MK GATEWAY LIMITED


BALANCE SHEET
AS AT 31 DECEMBER 2025

2025
2024
Note   
£
£

  

Current assets
  

Stocks
  
-
13,918,699

Debtors
 4 
9,416
55,185

Cash at bank and in hand
  
97,614
3,382

  
107,030
13,977,266

Creditors: amounts falling due within one year
 5 
(34,684)
(91,502)

Net current assets
  
 
 
72,346
 
 
13,885,764

Total assets less current liabilities
  
72,346
13,885,764

Creditors: amounts falling due after more than one year
 6 
(17,135,188)
(15,600,530)

  

Net liabilities
  
(17,062,842)
(1,714,766)


Capital and reserves
  

Called up share capital 
  
1,517,460
1,517,460

Profit and loss account
  
(18,580,302)
(3,232,226)

  
(17,062,842)
(1,714,766)


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 prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The company has opted not to file the Directors' Report and Profit and Loss Account 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: 

Elliot Lipton
Director

Date: 24 September 2026

The notes on pages 3 to 6 form part of these financial statements.

- 2 -


 
MK GATEWAY LIMITED
 
 

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

1.


General information

MK Gateway Limited is a private company limited by share capital and incorporated in England and Wales, registered number 12878619.  The address of the registered office is 54 Portland Place, London W1B 1DY.

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 Section 1A - small entities of Financial Reporting Standard 102, the 'Financial Reporting Standard applicable in the UK and the Republic of Ireland' ('FRS 102') and the Companies Act 2006.
The following principal accounting policies have been applied:

 
2.2
Going concern

The financial statements have been prepared on the going concern basis. As at the date these financial statements are signed, the directors have considered the available information about the future, and expect the company to have sufficient financial resources and support to enable the company to meet its liabilities as they fall due, for a period of at least twelve months, from the date these financial statements are approved. 

The directors continue to explore and evaluate various options in order to fulfil the ultimate aim of delivering the development profitably. However, the stock value has been written down to £nil in order to reflect the inherent uncertainty of this being able to be achieved. 

During the year ended 31 December 2025 the company has continued to rely on its shareholders for funding with further loan funding provided as required. Since the year end the shareholders have amended the terms of their loan agreements so that the repayment date is now in October 2027.
The directors have considered the company's ability to continue as a going concern for a period of at least twelve months from the date of signing these financial statements, given the Balance Sheet at 31 December 2025 is showing a deficit of £17,062,842. The shareholders continue to provide sufficient funds to settle all third party liabilities as and when they fall due. Furthermore, the shareholders have indicated that they will not seek repayment of any loan interest until the principal loans fall due for repayment. The directors have therefore concluded that these financial statements are prepared on a going concern basis.

 
2.3

Finance costs

Finance costs are charged to the Profit and Loss Account 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.

 
2.4

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the company but are presented separately due to their size or incidence.

- 3 -


 
MK GATEWAY LIMITED
 

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

2.Accounting policies (continued)

 
2.5

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Work in progress represents costs incurred in undertaking the property development and includes capitalised interest on the borrowing used to facilitate the development.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the Profit and Loss Account.

 
2.6

Debtors

Short-term debtors are measured at the transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.7

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.8

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.9

Financial instruments

The company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Profit and Loss Account.
Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an 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.


3.


Employees




The company has no employees other than the directors, who did not receive any remuneration (2024 - £NIL).



- 4 -


 
MK GATEWAY LIMITED
 
 

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

4.


Debtors

2025
2024
£
£


Other debtors
9,416
55,185



5.


Creditors: amounts falling due within one year

2025
2024
£
£

Trade creditors
3,084
50,950

Other taxation and social security
-
7,552

Other creditors
31,600
33,000

34,684
91,502



6.


Creditors: amounts falling due after more than one year

2025
2024
£
£

Amounts owed to group undertakings
16,278,299
14,820,364

Amounts owed to related undertakings
856,889
780,166

17,135,188
15,600,530



7.


Related party transactions

At 31 December 2025 the company had received loans totalling £12,108,187 (2024 - £11,846,937) from Patron Excelsior s.a.r.l its immediate parent undertaking. The loan is interest bearing at 10%. During the year the company was charged £1,196,685 (2024 - £1,164,742) of interest. The total interest incurred on the loan at the year end was £4,170,112 (2024 - £2,973,427). The total amount owed to the immediate parent undertaking at 31 December 2025 was £16,278,299 (2024 - £14,820,364).
 
At 31 December 2025 the company had received loans totalling £637,273 (2024 - £623,523) from First Base MK Limited, a company in which Elliot Lipton has significant influence. The loan is interest bearing at 10%. During the year the company was charged £62,973 (2024 - £61,302) of interest. The total interest incurred on the loan at the year end was £219,616 (2024 - £156,643). The total amount owed at 31 December 2025 was £856,889 (2024 - £780,166).
 
During the year the company incurred development management fees of £60,000 (2024 - £279,855) which are included in stock, from First Base MK Limited, a company in which Elliot Lipton has significant influence. At 31 December 2025 the company owed £nil (2024 - £nil) to First Base Limited.
 
- 5 -


 
MK GATEWAY LIMITED
 
 

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

8.


Controlling party

The immediate parent company is Patron Excelsior s.a.r.l, a company incorporated in Luxembourg. Their financial statements are available from their office at 6 Avenue Pasteur, 2310 Luxembourg.

The ultimate controlling party is Patron Capital Investments s.a.r.l incorporated in Luxembourg.


9.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2025 was unqualified.

In their report, the auditors included a material uncertainty in relation to going concern, drawing attention to note 2.2 in the financial statements without modifying their opinion:

The audit report was signed on 24 September 2026 by Andrew Moss (Senior Statutory Auditor) on behalf of Lewis Golden LLP.

 
- 6 -