| REGISTERED NUMBER: |
| UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| ORANGEMEAD LIMITED |
| REGISTERED NUMBER: |
| UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| ORANGEMEAD LIMITED |
| ORANGEMEAD LIMITED (REGISTERED NUMBER: 04186126) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Page |
| Company Information | 1 |
| Balance Sheet | 2 |
| Notes to the Financial Statements | 3 |
| ORANGEMEAD LIMITED |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| ACCOUNTANTS: |
| Chartered Accountants |
| One Derby Square |
| Liverpool |
| L2 9QR |
| ORANGEMEAD LIMITED (REGISTERED NUMBER: 04186126) |
| BALANCE SHEET |
| 31 DECEMBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Investments | 4 |
| Investment property | 5 |
| CURRENT ASSETS |
| Debtors | 6 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 7 |
| NET CURRENT LIABILITIES | ( |
) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| PROVISIONS FOR LIABILITIES | 8 |
| NET ASSETS |
| CAPITAL AND RESERVES |
| Called up share capital | 9 |
| Merger reserve | 10 |
| Retained earnings | 10 |
| SHAREHOLDERS' FUNDS |
| The directors acknowledge their responsibilities for: |
| (a) | ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and |
| (b) | preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company. |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| ORANGEMEAD LIMITED (REGISTERED NUMBER: 04186126) |
| NOTES TO THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | STATEMENT OF COMPLIANCE |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| These financial statements are prepared on a going concern basis, under the historical cost convention, as modified by the recognition of certain financial assets and liabilities measured at fair value. |
| Preparation of consolidated financial statements |
| The financial statements contain information about Orangemead Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements. |
| Investments in subsidiaries |
| Investments in subsidiary undertakings are recognised at cost. |
| Investment property |
| Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss. |
| Taxation |
| Taxation expense for the period comprises current and deferred tax recognised in the reporting period. Tax is recognised in the profit and loss account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case tax is also recognised in other comprehensive income or directly in equity respectively. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax |
| Current tax is the amount of tax payable in respect of the taxable profit for the year or prior years. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the period end. |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences between the treatment of certain items for taxation and accounting purposes, which have arisen but not reversed by the balance sheet date. Deferred tax is measured at the rates that are expected to apply in periods when the timing differences are expected to reverse, based on the tax rates and law substantively enacted at the balance sheet date. |
| Short term debtors and creditors |
| Short term debtors and creditors with no stated interest rate are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account. |
| Borrowings |
| Interest bearing loans are recorded at the proceeds received, net of direct issue costs. Finance charges, including premiums payable on settlement or redemption and direct issue costs, are accounted for on an accruals basis in the profit and loss account using the effective interest method and are added to the carrying amount of the instrument to the extent that they are not settled in the period in which they arise. |
| Fixed asset investments |
| Fixed asset investments are stated at historical cost less provision for any diminution in value. |
| Preference shares |
| Preference shares have been presented as a liability where the company is contractually obliged to repay the principal amount. Dividends on preference shares are charged to the profit and loss account as an interest expense where the dividend payment is not at the discretion of the company. |
| 3. | EMPLOYEES AND DIRECTORS |
| The average number of employees during the year was NIL (2023 - NIL). |
| ORANGEMEAD LIMITED (REGISTERED NUMBER: 04186126) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 4. | FIXED ASSET INVESTMENTS |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| 5. | INVESTMENT PROPERTY |
| Total |
| £ |
| FAIR VALUE |
| At 1 January 2024 |
| and 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| Fair value at 31 December 2024 is represented by: |
| £ |
| Valuation in 2021 | 450,000 |
| Cost | 750,000 |
| 1,200,000 |
| The directors have assessed the fair value of the investment property as at 31 December 2024 based on open market value. In determining open market value the directors have taken into consideration any changes in the property market and the condition and use of the property. |
| 6. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Amounts owed by group undertakings |
| Other debtors |
| Amounts owed by group undertakings are unsecured, interest free, and have no fixed date for repayment. |
| 7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Amounts owed to group undertakings |
| Taxation and social security |
| Other creditors |
| ORANGEMEAD LIMITED (REGISTERED NUMBER: 04186126) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR - continued |
| Amounts owed to group undertakings are unsecured, interest free, and have no fixed date for repayment. |
| Other creditors includes the following: |
| 2024 | 2023 |
| No | £ | No | £ |
| Preference share capital - allotted and fully paid | 375,520 | 375,520 | 375,520 | 375,520 |
| On 14 December 2012 the company issued as fully paid £375,520 redeemable cumulative preference shares of £1 each at par value in settlement of a contribution made to a pension scheme on behalf of its directors. |
| The shares are redeemable at £1 per share at the option of either the company or the shareholders and have accordingly been classified as a financial liability. The shares are redeemable by either party upon giving 7 days written notice to the other party. Shareholders are entitled to a dividend at 4% per annum on the aggregate of the par value and any premium paid on the issued shares on a cumulative basis. These shares do not carry any voting rights. |
| Total dividends accrued at the year end amounted to £180,991 (2023 - £165,970). |
| 8. | PROVISIONS FOR LIABILITIES |
| 2024 | 2023 |
| £ | £ |
| Deferred tax |
| Other timing differences | 91,125 | 91,125 |
| Deferred |
| tax |
| £ |
| Balance at 1 January 2024 |
| Balance at 31 December 2024 |
| 9. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2024 | 2023 |
| value: | £ | £ |
| Ordinary A | £1 | 60 | 60 |
| Ordinary B | £1 | 60 | 60 |
| 120 | 120 |
| The 'A' shares and 'B' shares both have full voting, dividend and capital distribution rights. |
| 10. | RESERVES |
| Merger reserve |
| In 2013 the company acquired shares in EDC (Scotland) Limited taking its holding from 80% to 100%. The shares were acquired in exchange for 10 Ordinary A Shares and 10 Ordinary B Shares in Orangemead Limited. The merger reserve is a non-distributable reserve created by the exercise of s612 merger relief for the amount in excess of the nominal value of the shares issued in connection with the acquisition. |
| Retained earnings |
| Included in retained earnings is a non-distributable balance of £358,875 (2023 - £358,875) relating to unrealised gains on the revaluation of an investment property. |
| ORANGEMEAD LIMITED (REGISTERED NUMBER: 04186126) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 11. | CONTINGENCIES AND COMMITMENTS |
| The company has provided security in respect of a third party loan received by its subsidiary undertaking. At 31 December 2024 the loan balance owed by the subsidiary was £680,387 (2023 - £nil). The security given comprises fixed and floating charges over the assets of the company. |
| 12. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
| The following advances and credits to directors subsisted during the years ended 31 December 2024 and 31 December 2023: |
| 2024 | 2023 |
| £ | £ |
| Balance outstanding at start of year |
| Amounts repaid |
| Amounts written off | - | - |
| Amounts waived | - | - |
| Balance outstanding at end of year |
| Balance outstanding at start of year |
| Amounts repaid |
| Amounts written off | - | - |
| Amounts waived | - | - |
| Balance outstanding at end of year |
| The loans to directors are interest free and repayable on demand. |
| 13. | RELATED PARTY DISCLOSURES |
| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |