Company Registration No. 02326373 (England and Wales)
Castle Square Developments Limited
Unaudited financial statements
for the year ended 28 February 2025
Pages for filing with the registrar
Castle Square Developments Limited
Contents
Page
Statement of financial position
1 - 2
Notes to the financial statements
7 - 17
Castle Square Developments Limited
Statement of financial position
As at 28 February 2025
1
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
3
54,733
54,444
Investment property
4
22,093,047
22,223,666
Investments
5
4,127,033
2,129,307
26,274,813
24,407,417
Current assets
Stocks
6
1,437,545
648,820
Debtors
7
9,177,013
4,242,311
Cash at bank and in hand
986,317
3,538,925
11,600,875
8,430,056
Creditors: amounts falling due within one year
8
(10,119,184)
(6,648,104)
Net current assets
1,481,691
1,781,952
Total assets less current liabilities
27,756,504
26,189,369
Creditors: amounts falling due after more than one year
9
(4,013,048)
(2,636,817)
Provisions for liabilities
11
(257,935)
(246,552)
Net assets
23,485,521
23,306,000
Capital and reserves
Called up share capital
12
8,034
8,034
Share premium account
1,059,127
1,059,127
Profit and loss reserves
22,418,360
22,238,839
Total equity
23,485,521
23,306,000
The directors of the company have elected not to include a copy of the income statement within the financial statements.true
For the financial year ended 28 February 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
Castle Square Developments Limited
Statement of financial position (continued)
As at 28 February 2025
2
The financial statements were approved by the board of directors and authorised for issue on 7 November 2025 and are signed on its behalf by:
J W Lockwood
Director
Company Registration No. 02326373
Castle Square Developments Limited
Notes to the financial statements
For the year ended 28 February 2025
3
1
Accounting policies
Company information
Castle Square Developments Limited is a private company limited by shares incorporated in England and Wales. The registered office is Scampton House, Scampton, Lincoln, LN1 2SF.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. 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 financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
1.2
Turnover
Turnover represents commercial rents receivable, proceeds from sale of property and property development income.
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Revenue from the sale of property is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on transfer of title), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Rental income is recognised on an accruals basis over the term of the lease.
1.3
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Fixtures and fittings
- 10% on cost
Motor vehicles
- 25% on cost
Computer equipment
- 20% on cost
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
Castle Square Developments Limited
Notes to the financial statements (continued)
For the year ended 28 February 2025
1
Accounting policies (continued)
4
1.4
Investment properties
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
Depreciation is provided only on those investment properties which are leasehold and where the unexpired term is less than 20 years.
No depreciation is provided on freehold investment properties. The requirement of the Companies Act 2006 is to depreciate all fixed assets which have a useful economic life but that requirement conflicts with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland, for the financial statements to give a true and fair view.
1.5
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss. Investments in partnerships are measured at cost of investment plus share of partnership income.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.6
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to net realisable value.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.7
Cash at bank and in hand
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.8
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position 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.
Castle Square Developments Limited
Notes to the financial statements (continued)
For the year ended 28 February 2025
1
Accounting policies (continued)
5
Fair value measurement of financial instruments
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
Basic financial assets
Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Classification of 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 deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including trade and other creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
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 'creditors: amounts falling due within one year' if payment is due within one year or less. If not, they are presented as 'creditors: amounts falling due after more than one year'. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.9
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.10
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Castle Square Developments Limited
Notes to the financial statements (continued)
For the year ended 28 February 2025
1
Accounting policies (continued)
6
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
1.11
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.12
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.13
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2025
2024
Number
Number
Total
10
9
Castle Square Developments Limited
Notes to the financial statements (continued)
For the year ended 28 February 2025
7
3
Tangible fixed assets
Plant and machinery etc
£
Cost
At 29 February 2024
131,950
Additions
19,197
Disposals
(1,768)
At 28 February 2025
149,379
Depreciation and impairment
At 29 February 2024
77,506
Depreciation charged in the year
18,613
Eliminated in respect of disposals
(1,473)
At 28 February 2025
94,646
Carrying amount
At 28 February 2025
54,733
At 28 February 2024
54,444
Castle Square Developments Limited
Notes to the financial statements (continued)
For the year ended 28 February 2025
8
4
Investment property
2025
£
Fair value
At 29 February 2024
22,223,666
Revaluations
(130,619)
At 28 February 2025
22,093,047
The fair value of the investment property has been arrived at on an open market value basis, by the directors, by reference to market evidence of transaction prices for similar properties.
5
Fixed asset investments
2025
2024
£
£
Shares in group undertakings and participating interests
1,841,358
51
Other investments other than loans
2,285,675
2,129,256
4,127,033
2,129,307
Fixed asset investments not carried at market value
Fixed asset investments are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. Investment in property partnership consists of member's equity and loan investment plus share of partnership income in the period.
Movements in fixed asset investments
Shares in subsidiaries and joint ventures
Other investments
Investment in property partnership
Total
£
£
£
£
Cost or valuation
At 29 February 2024
51
14,000
2,115,256
2,129,307
Additions
1,841,307
-
-
1,841,307
Share of partnership result
-
-
184,396
184,396
Drawings
-
-
(27,977)
(27,977)
At 28 February 2025
1,841,358
14,000
2,271,675
4,127,033
Carrying amount
At 28 February 2025
1,841,358
14,000
2,271,675
4,127,033
At 28 February 2024
51
14,000
2,115,256
2,129,307
On 29 October 2024 the company acquired the entire share capital of Castle Square Properties Limited, a company incorporated in England and Wales for total consideration and related costs of £1,841,307.
Castle Square Developments Limited
Notes to the financial statements (continued)
For the year ended 28 February 2025
9
6
Stocks
2025
2024
£
£
Undeveloped properties
1,437,545
648,820
7
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
540,288
107,086
Other debtors
6,995,760
4,135,225
7,536,048
4,242,311
2025
2024
Amounts falling due after more than one year:
£
£
Other debtors
1,640,965
Total debtors
9,177,013
4,242,311
8
Creditors: amounts falling due within one year
2025
2024
£
£
Bank loans and overdrafts
1,303,933
396,992
Trade creditors
205,933
61,255
Amounts owed to group undertakings
1
1
Corporation tax
42,258
164,634
Other taxation and social security
24,265
25,703
Other creditors
8,542,794
5,999,519
10,119,184
6,648,104
9
Creditors: amounts falling due after more than one year
2025
2024
£
£
Bank loans and overdrafts
3,458,679
2,082,448
Other creditors
554,369
554,369
4,013,048
2,636,817
Castle Square Developments Limited
Notes to the financial statements (continued)
For the year ended 28 February 2025
10
10
Loans and overdrafts
2025
2024
£
£
Bank loans
3,609,002
2,312,248
Bank overdrafts
1,153,610
167,192
Preference shares
554,369
554,369
5,316,981
3,033,809
Payable within one year
1,303,933
396,992
Payable after one year
4,013,048
2,636,817
Security has been given in respect of the bank loans in the form of a first legal charge over certain freehold and leasehold property, and over the assets of other related companies.
11
Provisions for liabilities
2025
2024
£
£
Deferred tax liabilities
257,935
246,552
257,935
246,552
Castle Square Developments Limited
Notes to the financial statements (continued)
For the year ended 28 February 2025
11
12
Called up share capital
2025
2024
£
£
Ordinary share capital
Issued and fully paid
50 A shares of £1 each
50
50
2,628 B shares of £1 each
2,628
2,628
50 C shares of £1 each
50
50
2,628 D shares of £1 each
2,628
2,628
50 E shares of £1 each
50
50
2,628 F shares of £1 each
2,628
2,628
8,034
8,034
Preference share capital
Issued and fully paid
554,369 G shares of £1 each
554,369
554,369
Preference shares classified as liabilities
554,369
554,369
The A and B shares rank equally in all respects, except that the holders of B shares have no rights to receive notice of or to attend and vote at, either in person or by proxy, any general meeting of the company. The maximum sum payable to the holders of the A shares and B shares together whether by one payment or as a cumulative total of payments and whether by way of dividend, capital or distribution (including on a winding up) shall be limited to the net asset value of the company as at 28 February 2010, the "2010 Value".
The C shares rank pari passu with the A shares as regards rights to vote at general meetings and payments of dividends save that the holders of the C shares shall only be entitled to a distribution of profit or capital from the company either by way of dividend or on a winding up if the net asset value of the company after taking into account all assets of the company and all liabilities save sums due in respect of shares held is in excess of the 2010 Value. If the net asset value of the company is in excess of the 2010 Value the holders of the C shares shall be entitled to participate in that excess proportionately to the number of shares in issue entitled to participate in a distribution of profit or capital, as appropriate by way of dividend or on a winding up. The maximum sum payable to the holders of the C shares together whether by one payment or as a cumulative total of payments and whether by way of dividend, capital or distribution (including on a winding up) shall be limited to the net asset value of the company as at 30 September 2018 minus the 2010 Value, the “2018 Value”.
Castle Square Developments Limited
Notes to the financial statements (continued)
For the year ended 28 February 2025
12
Called up share capital (continued)
12
The D shares rank pari passu with the B shares as regards rights to vote at general meetings and payments of dividends save that the holders of the D shares shall only be entitled to a distribution of profit or capital from the company either by way of dividend or on a winding up if the net asset value of the company after taking into account all assets of the company and all liabilities save sums due in respect of shares held is in excess of the 2010 Value. If the net asset value of the company is in excess of the 2010 Value the holders of the D shares shall be entitled to participate in that excess proportionately to the number of shares in issue entitled to participate in a distribution of capital, as appropriate by way of dividend or on a winding up. The maximum sum payable to the holders of the C shares together whether by one payment or as a cumulative total of payments and whether by way of dividend, capital or distribution (including on a winding up) shall be limited to the net asset value of the company as at 30 September 2018 minus the 2010 Value, the “2018 Value”.
The E shares rank pari passu with the A and C shares as regards rights to vote at general meetings and payments of dividends save that the holders of the E shares shall only be entitled to a distribution of profit or capital from the company either by way of dividend or on a winding up if the net asset value of the company after taking into account all assets of the company and all liabilities save sums due in respect of shares held is in excess of the 2010 Value and the 2018 Value. If the net asset value of the company is in excess of the 2010 Value and 2018 Value the holders of the E shares shall be entitled to participate in that excess proportionately to the number of shares in issue entitled to participate in a distribution of profit or capital, as appropriate by way of dividend or on a winding up.
The F shares rank pari passu with the B and D shares as regards rights to vote at general meetings and payments of dividends save that the holders of the F shares shall only be entitled to a distribution of profit or capital from the company either by way of dividend or on a winding up if the net asset value of the company after taking into account all assets of the company and all liabilities save sums due in respect of shares held is in excess of the 2010 Value and the 2018 Value. If the net asset value of the company is in excess of the 2010 Value and the 2018 Value the holders of the F shares shall be entitled to participate in that excess proportionately to the number of shares in issue entitled to participate in a distribution of capital, as appropriate by way of dividend or on a winding up.
The "2010 Value" means the net asset value of the company as at 28 February 2010 less the cumulative total of all distributions of profit or capital made to the holders of the A shares and the B shares since that date.
The "2018 Value" means the net asset value of the company as at 30 September 2018 minus the 2010 Value less the cumulative total of all distributions of profit or capital made to the holders of the C shares and the D shares since that date.
The holders of the G shares have the right to a fixed cumulative dividend at the rate of 8.75% net per annum. They also have priority over all the other shareholders in the event of a winding up.
They have no right to attend and vote at, either in person or by proxy, any general meeting of the company except;
a) if a resolution for a winding up is proposed and then only on that resolution
b) if the preferential dividend is in arrears for more than six months.
13
Financial commitments, guarantees and contingent liabilities
The company is party to a corporate cross guarantee on the bank borrowings of related companies. The potential liability as at 28 February 2025 amounted to £745,608 (2024 - £639,001).
Castle Square Developments Limited
Notes to the financial statements (continued)
For the year ended 28 February 2025
13
14
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
2025
2024
£
£
Interest received
153,738
149,792
Interest paid and other services
144,068
62,500
The following amounts were outstanding at the reporting end date:
Amounts owed to related parties
2025
2024
£
£
Key management personnel
4,821,895
2,967,968
Other related parties
2,971,596
2,503,587
7,793,491
5,471,555
During the year the company acquired the entire share capital of Castle Square Properties Limited for market consideration of £1,826,167, a company in which a director and other shareholders had an interest.
The following amounts were outstanding at the reporting end date:
Amounts owed by related parties
2025
2024
£
£
Other related parties
6,928,915
4,076,914
6,928,915
4,076,914
15
Directors' transactions
Dividends totalling £61,318 (2024 - £61,318) were paid in the year in respect of shares held by the company's directors of which £23,810 (2024 - £23,810) were non equity dividends and recorded as a finance cost.
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