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REGISTERED NUMBER: 05977148 (England and Wales)












GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD

31 DECEMBER 2022 TO 31 DECEMBER 2023

FOR

RESIDENTIAL LAND HOLDINGS LIMITED

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)






CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
for the period 31 December 2022 to 31 December 2023




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 5

Consolidated Income Statement 9

Consolidated Other Comprehensive Income 11

Consolidated Statement of Financial Position 12

Company Statement of Financial Position 13

Consolidated Statement of Changes in Equity 14

Company Statement of Changes in Equity 15

Consolidated Statement of Cash Flows 16

Notes to the Consolidated Statement of Cash Flows 17

Notes to the Consolidated Financial Statements 18


RESIDENTIAL LAND HOLDINGS LIMITED

COMPANY INFORMATION
for the period 31 December 2022 to 31 December 2023







DIRECTORS: Mr B W Ritchie
Mr J S D A Rust





SECRETARY: Mr J S D A Rust





REGISTERED OFFICE: 19-20 Bourne Court
Southend Road
Woodford Green
Essex
IG8 8HD





REGISTERED NUMBER: 05977148 (England and Wales)





AUDITORS: Xeinadin Audit Limited, Statutory Auditor
8th Floor, Becket House
36 Old Jewry
London
EC2R 8DD

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

GROUP STRATEGIC REPORT
for the period 31 December 2022 to 31 December 2023

The directors present their annual report and audited financial statements for the year ended 31 December 2023.

REVIEW OF BUSINESS
The results of the group are disclosed in the Consolidated Income Statement on pages 9 and 10.

The key indicators relative to the group in the year are as follows:

The result for the year is shown on pages 9 and 10. As shown in the profit and loss account, the group's operating loss for the year was £7,117,598 (2023: operating profit of £470,393).

The company's balance sheet on page 12 shows net liabilities of £4,110,776 (2023: net assets of £5,152,421) at the end of the year, with a cash position of £651,478 (2023: £1,300,697). As noted in Note 23 the assets, including property stock, both held by the group and jointly held by joint venture partners, are shown at historical cost. The market values of these assets are expected to be significantly higher than shown in the accounts. In view of the above, net assets of the group are considered to be in a positive position and the state of affairs at the balance sheet date is considered to be satisfactory.

The directors are of the opinion that further analysis of standardised key performance indicators is not necessary or appropriate for an understanding of the development, performance or position of the group's business.

PRINCIPAL RISKS AND UNCERTAINTIES
Despite prevailing present market conditions, management is confident that the actions taken by the group to reinforce its business, together with strategic initiatives, make it well positioned to progress in the current year.

The group's operations expose it to a variety of financial and interest rate risks including credit risk, liquidity risk and cash flow risk. Overall responsibility for the management of these risks is vested in the directors. The group has in place policies and procedures that seek to minimise the adverse effects on the financial performance of the group by monitoring debt finance and related finance costs. The polices set out by the directors are implemented via the group's finance department.

Credit risk
Credit risk is defined as exposure to loss if another party fails to perform its financial obligations to the group. The group's client base is predominantly high profile clientèle so the historical incidence of default is low. The group has implemented policies that require appropriate credit checks on potential customers before sales are made.

Liquidity and cash flow risk
Liquidity risk is the risk that the Group, though solvent, either does not have sufficient financial resources available to enable it to meet its obligations as they fall due or can secure them only at excessive costs.

Liquidity risk arises as a consequence of the uncertainty surrounding the value and timing of cash flows. The group manages liquidity to ensure it maintains sufficient liquid assets. Debtors and creditors are actively monitored by the group's finance department.

BUSINESS ACTIVITY AND MARKET CONDITIONS
The group continued to seek to maximise returns from its property portfolio and to pursue other investments which would add to those returns. The directors manage the risks inherent in the property market within which the group operates through constantly reviewing market conditions and reacting accordingly.

ON BEHALF OF THE BOARD:





Mr J S D A Rust - Director


20 November 2025

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

REPORT OF THE DIRECTORS
for the period 31 December 2022 to 31 December 2023

The directors present their report with the financial statements of the company and the group for the period 31 December 2022 to 31 December 2023.

PRINCIPAL ACTIVITIES
The principal activities of the group in the year under review were those of purchase of properties for development for subsequent resale, property investment and property management.

ASSESSMENT OF GOING CONCERN
We have assessed whether the use of the going concern assumption is appropriate in preparing these accounts. We have made this assessment in respect to a period of one year from the date of approval of these accounts.

We have concluded that there are no material uncertainties related to events or conditions that may cast significant doubt on the ability of the group to continue as a going concern. We are of the opinion that the group will have sufficient resources to meet its liabilities as they fall due with the support, if necessary, of assets held jointly with joint venture partners.

DIVIDENDS
The total distribution of dividends for the year ended 31 December 2023 will be £nil (2022- £nil).

FUTURE DEVELOPMENTS
Development and performance
The directors have considered the results for the year and the financial position at year-end . The directors believe that the group will continue to grow profitability in the foreseeable future, by not only increasing turnover but also establishing a higher gross profit margin and continuing to keep a tight control on costs.

EVENTS SINCE THE END OF THE PERIOD
Information relating to events since the end of the period is given in the notes to the financial statements.

DIRECTORS
The directors shown below have held office during the whole of the period from 31 December 2022 to the date of this report.

Mr B W Ritchie
Mr J S D A Rust

POLITICAL DONATIONS AND EXPENDITURE
During the year, the group made no political donations and charitable donations of £41,986 (2022- £42,321).

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

REPORT OF THE DIRECTORS
for the period 31 December 2022 to 31 December 2023


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

ON BEHALF OF THE BOARD:





Mr J S D A Rust - Director


20 November 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
RESIDENTIAL LAND HOLDINGS LIMITED

Opinion
We have audited the financial statements of Residential Land Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 December 2023 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2023 and of the group's loss for the period then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
RESIDENTIAL LAND HOLDINGS LIMITED


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
RESIDENTIAL LAND HOLDINGS LIMITED


Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
- we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the company sector;
- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, employment, and health and safety legislation and legislation relating to commercial landlords;
- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence where necessary.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:
- performed analytical procedures to identify any unusual or unexpected transactions;
- performing substantive work of material areas affecting profit and revenue recognition;
- tested the appropriateness of journal entries;
- tested authorisation of expenditure;
- assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
- investigated the rationale behind significant or unusual transactions.

To address the risk that revenue could be misstated due to fraud. we:
- we obtained an understanding of the company's revenue recognition policies and compared these to the accounting standard;
- performed a walkthrough to confirm our understanding of the processes and controls through which the business initiates, records, processes and reports revenue transactions;
- tested a sample of revenue transactions to supporting evidence; and
- tested, on a sample basis, revenue related balances in the balance sheet.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
- agreeing financial statement disclosures to underlying supporting documentation;
- reading the minutes of meetings of those charged with governance;
- enquiring of management as to actual and potential litigation and claims; and
- reviewing correspondence with HMRC, relevant regulators, and the company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
RESIDENTIAL LAND HOLDINGS LIMITED

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.




Adam Howard Moody (Senior Statutory Auditor)
for and on behalf of Xeinadin Audit Limited, Statutory Auditor
8th Floor, Becket House
36 Old Jewry
London
EC2R 8DD

20 November 2025

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

CONSOLIDATED
INCOME STATEMENT
for the period 31 December 2022 to 31 December 2023

Period
31.12.22
to Year Ended
31.12.23 30.12.22
as restated
Notes £    £   

TURNOVER 3 4,195,558 10,449,869

Cost of sales (274,469 ) (275,535 )
GROSS PROFIT 3,921,089 10,174,334

Administrative expenses (11,082,687 ) (9,732,441 )
(7,161,598 ) 441,893

Other operating income 44,000 28,500
GROUP OPERATING (LOSS)/PROFIT 6 (7,117,598 ) 470,393

Share of operating profit in
Joint ventures 977,282 306,256

Loans written off 7 (171,434 ) (135,167 )
Loss on sale of tangible
fixed assets 7 - (2,305,880 )
Amounts written off
investments 7 (1,026,829 ) (671,895 )
(7,338,579 ) (2,336,293 )


Income from fixed asset investments 8 71 94

Interest receivable and similar income
Group 12,649 542
Joint ventures 1,383 44
(7,324,476 ) (2,335,613 )

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

CONSOLIDATED
INCOME STATEMENT
for the period 31 December 2022 to 31 December 2023

Period Year Ended
31.12.22 to 31.12.23 30.12.22
as restated
Notes £    £    £    £   

Brought forward (7,324,476 ) (2,335,613 )

Interest payable and similar expenses
Group 9 (1,031,409 ) (519,296 )
Joint ventures (1,164,699 ) (653,177 )
LOSS BEFORE TAXATION (9,520,584 ) (3,508,086 )

Tax on loss 10 257,387 63,431
LOSS FOR THE FINANCIAL PERIOD (9,263,197 ) (3,444,655 )
Loss attributable to:
Owners of the parent (9,263,197 ) (3,444,655 )

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

CONSOLIDATED
OTHER COMPREHENSIVE INCOME
for the period 31 December 2022 to 31 December 2023

Period
31.12.22
to Year Ended
31.12.23 30.12.22
as restated
Notes £    £   

LOSS FOR THE PERIOD (9,263,197 ) (3,444,655 )


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE PERIOD

(9,263,197

)

(3,444,655

)
Note
Prior year adjustment 12 (485,525 ) (1,020,392 )
TOTAL COMPREHENSIVE INCOME
SINCE LAST ANNUAL REPORT

(9,748,722

)

(4,465,047

)

Total comprehensive income attributable to:
Owners of the parent (9,748,722 ) (4,465,047 )

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
31 December 2023

2023 2022
as restated
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 13 302,760 440,426
Tangible assets 14 92,045 86,490
Investments 15
Interest in joint venture
Share of gross assets 16,033,261 15,458,558
Share of gross liabilities (22,775,527 ) (22,272,176 )
(6,742,266 ) (6,813,618 )
Interest in associate (2 ) (2 )
Other investments 5,347,672 7,642,984
(999,791 ) 1,356,280

CURRENT ASSETS
Debtors 16 46,837,775 50,804,010
Prepayments and accrued income 13,937 12,288
Cash at bank and in hand 651,478 1,300,697
47,503,190 52,116,995
CREDITORS
Amounts falling due within one year 17 50,614,175 48,158,132
NET CURRENT (LIABILITIES)/ASSETS (3,110,985 ) 3,958,863
TOTAL ASSETS LESS CURRENT
LIABILITIES

(4,110,776

)

5,315,143

PROVISIONS FOR LIABILITIES 18 - 162,722
NET (LIABILITIES)/ASSETS (4,110,776 ) 5,152,421

CAPITAL AND RESERVES
Called up share capital 19 1 1
Retained earnings (4,110,777 ) 5,152,420
SHAREHOLDERS' FUNDS (4,110,776 ) 5,152,421

The financial statements were approved by the Board of Directors and authorised for issue on 20 November 2025 and were signed on its behalf by:





Mr J S D A Rust - Director


RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

COMPANY STATEMENT OF FINANCIAL POSITION
31 December 2023

2023 2022
as restated
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 13 - -
Tangible assets 14 - -
Investments 15 362,613 362,613
362,613 362,613

CURRENT ASSETS
Debtors 16 55,625,948 60,683,075
Cash at bank 97,933 99,062
55,723,881 60,782,137
CREDITORS
Amounts falling due within one year 17 27,933,798 32,808,570
NET CURRENT ASSETS 27,790,083 27,973,567
TOTAL ASSETS LESS CURRENT
LIABILITIES

28,152,696

28,336,180

CAPITAL AND RESERVES
Called up share capital 19 1 1
Retained earnings 28,152,695 28,336,179
SHAREHOLDERS' FUNDS 28,152,696 28,336,180

Company's loss for the financial year (183,484 ) (35,107 )

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

The financial statements were approved by the Board of Directors and authorised for issue on 20 November 2025 and were signed on its behalf by:





Mr J S D A Rust - Director


RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the period 31 December 2022 to 31 December 2023

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 31 December 2021 1 9,617,467 9,617,468
Prior year adjustment - (1,020,392 ) (1,020,392 )
As restated 1 8,597,075 8,597,076

Changes in equity
Total comprehensive income - (2,959,130 ) (2,959,130 )
Balance at 30 December 2022 1 5,637,945 5,637,946
Prior year adjustment - (485,525 ) (485,525 )
As restated 1 5,152,420 5,152,421

Changes in equity
Total comprehensive income - (9,263,197 ) (9,263,197 )
Balance at 31 December 2023 1 (4,110,777 ) (4,110,776 )

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

COMPANY STATEMENT OF CHANGES IN EQUITY
for the period 31 December 2022 to 31 December 2023

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 31 December 2021 1 28,371,286 28,371,287

Changes in equity
Total comprehensive income - (35,107 ) (35,107 )
Balance at 30 December 2022 1 28,336,179 28,336,180

Changes in equity
Total comprehensive income - (183,484 ) (183,484 )
Balance at 31 December 2023 1 28,152,695 28,152,696

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

CONSOLIDATED STATEMENT OF CASH FLOWS
for the period 31 December 2022 to 31 December 2023

Period
31.12.22
to Year Ended
31.12.23 30.12.22
as restated
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 (5,356,912 ) 3,352,969
Interest paid (659,339 ) (827,996 )
Tax paid - (4,538 )
Net cash from operating activities (6,016,251 ) 2,520,435

Cash flows from investing activities
Purchase of tangible fixed assets (36,270 ) (15,894 )
Sale of tangible fixed assets 100 115,894
Interest received 14,032 586
Dividends received 71 94
Net cash from investing activities (22,067 ) 100,680

Cash flows from financing activities
Amount introduced by directors 6,151,676 5,828,526
Amount withdrawn by directors (762,577 ) (8,373,218 )
Net cash from financing activities 5,389,099 (2,544,692 )

(Decrease)/increase in cash and cash equivalents (649,219 ) 76,423
Cash and cash equivalents at beginning of
period

2

1,300,697

1,224,274

Cash and cash equivalents at end of
period

2

651,478

1,300,697

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS
for the period 31 December 2022 to 31 December 2023

1. RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

Period
31.12.22
to Year Ended
31.12.23 30.12.22
as restated
£    £   
Loss before taxation (9,520,584 ) (3,508,086 )
Depreciation charges 168,260 187,031
Loss/(profit) on disposal of fixed assets 21 (1,014,720 )
Loans written off - (73,438 )
Amounts written off investments 2,295,312 (671,894 )
Finance costs 2,196,108 1,172,473
Finance income (14,103 ) (680 )
(4,874,986 ) (3,909,314 )
(Increase)/decrease in trade and other debtors (3,805,034 ) 1,359,735
Increase in trade and other creditors 3,323,108 5,902,548
Cash generated from operations (5,356,912 ) 3,352,969

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Period ended 31 December 2023
31.12.23 31.12.22
£    £   
Cash and cash equivalents 651,478 1,300,697
Year ended 30 December 2022
30.12.22 31.12.21
as restated
£    £   
Cash and cash equivalents 1,300,697 1,224,274


3. ANALYSIS OF CHANGES IN NET FUNDS

At 31.12.22 Cash flow At 31.12.23
£    £    £   
Net cash
Cash at bank and in hand 1,300,697 (649,219 ) 651,478
1,300,697 (649,219 ) 651,478
Total 1,300,697 (649,219 ) 651,478

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period 31 December 2022 to 31 December 2023

1. STATUTORY INFORMATION

Residential Land Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

The presentation currency of the financial statements is the Pound Sterling (£).


2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Assessment of going concern
The directors have assessed whether the use of the going concern assumption is appropriate in preparing these accounts. The directors have made this assessment in respect to a period of one year from the date of approval of these accounts.

The directors have concluded that there are no material uncertainties related to events or conditions that may cast significant doubt on the ability of the group to continue as a going concern. The directors are of the opinion that the group will have sufficient resources to meet its liabilities as they fall due.

Basis of consolidation
The group financial statements consolidate the results and balance sheets of Residential Land Holdings Group Limited and its subsidiaries undertakings drawn up to 31 December using acquisition method of accounting. The results of the subsidiaries acquired are consolidated for the period of ownership by the group using acquisition basis accounting.

The company is exempt from the requirement to present its own profit and loss account by section 408 of the Companies Act 2006.

Turnover
Turnover represents net invoiced sales of services, excluding value added tax.Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the rendering of services.

Contract revenue is recognised based on the number of contractor hours worked multiplied by the agreed hourly rate. Revenue not invoiced by the end of the period is accrued within debtors.

Goodwill
Purchased goodwill is the excess of the fair value of the purchase consideration over the fair value of the net assets acquired on acquisition of subsidiary undertakings.Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight line basis to the consolidated statement of comprehensive income over its useful economic life.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Improvements to property - 20% on reducing balance
Transport - 25% on reducing balance and 10% on cost
Fixtures and fittings - 25% on reducing balance and 25% on cost
Computer equipment - 25% on reducing balance and 25% on reducing balance


RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the period 31 December 2022 to 31 December 2023

2. ACCOUNTING POLICIES - continued
Taxation
Taxation for the period comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Provisions
Provisions are made when the group has an obligation as a result of a past events where it is probable that an outflow of fund will be required to settle the obligation that is measures using reliable estimates.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

Investments
Investments are valued at cost less provision for impairment. Equity method is used to account for investment in subsidiaries. Other investment are valued at cost less provision for impairment.

Financial instruments
Financial instruments are recognised when the group becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the group's obligations are discharged, expire or cancelled.

The group holds the following financial instruments, all of which meet the conditions to be classified as basic instruments:

- Cash, short term trade debtors and creditors

Such instruments are initially measured at transaction price, transaction costs, and are subsequently carried at the undiscounted amount of cash or other consideration expected to be paid or received, after taking account of impairment adjustment.

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the period 31 December 2022 to 31 December 2023

2. ACCOUNTING POLICIES - continued

Critical accounting judgements
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies.

Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

Related parties
For the purposes of these financial statements, a party is considered to be related to the group if:
- the party has the ability, directly or indirectly, through one or more intermediaries, to control the group or exercise significant influence over the group in making financial and operating policy decisions, or has joint control over the group; or
- the group and the party are subject to common control; or
- the party is an associate of the group or a joint venture in which the group is a venturer; or
- the party is a member of key management personnel of the group, or a close family member of such an individual, or is an entity under the control, joint control or significant influence of such individuals; or
- the party is a close family member of a party referred to above or is an entity under the control, joint control or significant influence of such individuals; or
- the party is a post-employment benefit plan which is for the benefit of employees of the group or of any entity that is a related party of the group; or
- the party, or any member of a group of which it is part, provides key management personnel services to the company or its parent.

3. TURNOVER

All turnover derived in the UK.

4. EMPLOYEES AND DIRECTORS
Period
31.12.22
to Year Ended
31.12.23 30.12.22
as restated
£    £   
Wages and salaries 3,920,347 3,821,008
Social security costs 474,421 486,961
Other pension costs 64,327 62,922
4,459,095 4,370,891

The average number of employees during the period was as follows:
Period
31.12.22
to Year Ended
31.12.23 30.12.22
as restated

Management 7 7
Other 55 53
62 60

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the period 31 December 2022 to 31 December 2023

5. DIRECTORS' EMOLUMENTS

2023 2022
£    £   
Directors' salaries 318,436 343,662
Directors' social security 41,998 46,727
Directors' pension contributions 1,321 1,321

6. OPERATING (LOSS)/PROFIT

The operating loss (2022 - operating profit) is stated after charging:

Period
31.12.22
to Year Ended
31.12.23 30.12.22
as restated
£    £   
Depreciation - owned assets 30,594 49,365
Loss on disposal of fixed assets 21 -
Goodwill amortisation 137,666 137,666
Auditors' remuneration 107,500 83,850
Foreign exchange differences 4,586 -

7. EXCEPTIONAL ITEMS
Period
31.12.22
to Year Ended
31.12.23 30.12.22
as restated
£    £   
Loans written off (171,434 ) (135,167 )
Loss on sale of tangible
fixed assets - (2,305,880 )
Amounts written off
investments (1,026,829 ) (671,895 )
(1,198,263 ) (3,112,942 )

During the year, the group wrote off irrecoverable loans due from third parties amounting to £171,434 (2022 - £135,167).

During the current and prior year, the group provided for variances on valuations of investments.

8. INCOME FROM FIXED ASSET INVESTMENTS
Period
31.12.22
to Year Ended
31.12.23 30.12.22
as restated
£    £   
Dividends recieved 71 94

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the period 31 December 2022 to 31 December 2023

9. INTEREST PAYABLE AND SIMILAR EXPENSES
Period
31.12.22
to Year Ended
31.12.23 30.12.22
as restated
£    £   
Loan interest 1,010,847 519,296
Other interest 20,562 -
1,031,409 519,296

10. TAXATION

Analysis of the tax credit
The tax credit on the loss for the period was as follows:
Period
31.12.22
to Year Ended
31.12.23 30.12.22
as restated
£    £   
Current tax:
UK corporation tax - 1,900
Joint ventures deferred tax (257,387 ) (65,331 )

Tax on loss (257,387 ) (63,431 )

UK corporation tax has been charged at 25 % (2022 - 19 %).

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the period 31 December 2022 to 31 December 2023

10. TAXATION - continued

Reconciliation of total tax credit included in profit and loss
The tax assessed for the period is higher than the standard rate of corporation tax in the UK. The difference is explained below:

Period
31.12.22
to Year Ended
31.12.23 30.12.22
as restated
£    £   
Loss before tax (9,520,584 ) (3,508,086 )
Loss multiplied by the standard rate of corporation tax in the UK of 25 %
(2022 - 19 %)

(2,380,146

)

(666,536

)

Effects of:
Expenses not deductible for tax purposes 481,538 257,530
Income not taxable for tax purposes (4,066 ) -
Capital allowances in excess of depreciation (32,608 ) -
Depreciation in excess of capital allowances - 411,265
Brought forward losses utilised - (67,590 )
Tax estimated - 1,900
Tax losses carried forward 1,884,724 -
Adjustments to deferred tax in previous periods (206,829 ) -
Total tax credit (257,387 ) (63,431 )

11. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


12. PRIOR YEAR ADJUSTMENT

Prior year adjustment relates to the revision of the allocation of expenditure as disclosed in note 21. The net effect on the financial statements is an increase in losses and the balance sheet value of £485,525 (2022 - £938,474). Adjustment for the prior also included £81,916 of omitted expenses in a subsidiary.

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the period 31 December 2022 to 31 December 2023

13. INTANGIBLE FIXED ASSETS

Group
Goodwill
£   
COST
At 31 December 2022
and 31 December 2023 2,248,492
AMORTISATION
At 31 December 2022 1,808,066
Amortisation for period 137,666
At 31 December 2023 1,945,732
NET BOOK VALUE
At 31 December 2023 302,760
At 30 December 2022 440,426

14. TANGIBLE FIXED ASSETS

Group
Improvements Fixtures
to and Computer
property Transport fittings equipment Totals
£    £    £    £    £   
COST
At 31 December 2022 154,596 801,981 1,092,155 186,551 2,235,283
Additions - - 31,776 4,494 36,270
Disposals - (215 ) - - (215 )
At 31 December 2023 154,596 801,766 1,123,931 191,045 2,271,338
DEPRECIATION
At 31 December 2022 152,706 786,284 1,028,998 180,805 2,148,793
Charge for period 378 3,924 23,733 2,559 30,594
Eliminated on disposal - (94 ) - - (94 )
At 31 December 2023 153,084 790,114 1,052,731 183,364 2,179,293
NET BOOK VALUE
At 31 December 2023 1,512 11,652 71,200 7,681 92,045
At 30 December 2022 1,890 15,697 63,157 5,746 86,490

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the period 31 December 2022 to 31 December 2023

15. FIXED ASSET INVESTMENTS

Group
Shares in Interest Interest
group in joint in
undertakings venture associate
£    £    £   
COST
At 31 December 2022 12 (6,813,618 ) (2 )
Additions - 71,352 -
At 31 December 2023 12 (6,742,266 ) (2 )
PROVISIONS

At 31 December 2023 - - -
NET BOOK VALUE
At 31 December 2023 12 (6,742,266 ) (2 )
At 30 December 2022 12 (6,813,618 ) (2 )
Interest
in other
participating Unlisted
interests investments Totals
£    £    £   
COST
At 31 December 2022 73 13,786,160 6,972,625
Additions - - 71,352
At 31 December 2023 73 13,786,160 7,043,977
PROVISIONS
At 31 December 2022 - 6,143,261 6,143,261
Provision for period - 2,340,775 2,340,775
Reversal of impairments - (45,463 ) (45,463 )
At 31 December 2023 - 8,438,573 8,438,573
NET BOOK VALUE
At 31 December 2023 73 5,347,587 (1,394,596 )
At 30 December 2022 73 7,642,899 829,364


RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the period 31 December 2022 to 31 December 2023

15. FIXED ASSET INVESTMENTS - continued

Group
Company
Interest
Shares in Interest in other
group in participating
undertakings associate interests Totals
£    £    £    £   
COST
At 31 December 2022
and 31 December 2023 362,525 15 73 362,613
NET BOOK VALUE
At 31 December 2023 362,525 15 73 362,613
At 30 December 2022 362,525 15 73 362,613


RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the period 31 December 2022 to 31 December 2023

15. FIXED ASSET INVESTMENTS - continued


The company owns 100% of the issued share capital of the companies listed below which are all incorporated in the UK with the exception of Rosmarino Capital Limited and Liberty Management Holdings Limited, which are incorporated in the British Virgin Islands and Abbey Road Properties Limited, which is incorporated in Jersey.

Nature of
business
Capital and
Reserves
Profit /
(Loss) for
the year
Capital and
Reserves
Profit /
(Loss) for
the year
£ £ £ £
2023 2022
Subsidiaries

Residential Land Limited Property
trading
(60,955,682 ) (2,346,132 ) (58,609,550 ) (4,724,855 )

Residential Land 2 Limited Property
management
(3,831,330 ) (1,044,964 ) (2,786,366 ) (681,197 )

Residential Land
Management Limited
Property
management
808,173 (16,508,40
9

)
17,316,583 2,681,683

Residential Land
Management 2 Limited
Property
management
4,687,420 (4,042,909 ) 8,730,329 177,713

Residential Land
Management 3 Limited
Property
management
(540,792 ) (1,799,072 ) 1,258,280 (5,332 )

Residential Land
Management 4 Limited
Property
management
1 - 1 -

Residential Land
Management 5 Limited
Property
management
1 - 1 -

Residential Land Equity
Management Limited
Property
management
11,276,043 (12,507,13
6

)
23,783,179 3,836,689

Resi Invest Limited Property
management
(17,260 ) (6,920 ) (10,340 ) (4,440 )

Rosmarino Capital Limited Property
trading
(2,095,246 ) (1,015,797 ) (1,079,449 ) (521,446 )

Newincco 760 Limited Holding
company
(1,531,801 ) (187,264 ) (1,344,537 ) (128,708 )
Newincco 761 Barbados
Limited
Holding
company

1

-

1

-

Abbey Road Properties
Limited
Property
trading

2

165,068

(165,066

)

(8,963

)

Liberty Management
Holdings Limited
Holding
company

(15,565

)

(1,100

)

(14,465

)

(5,540

)

Residential Land 4 Limited Property
management

(4,125,874

)

(520,240

)

(3,605,634

)

(3,605,635

)



RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the period 31 December 2022 to 31 December 2023

15. FIXED ASSET INVESTMENTS - continued





The company owns 50% of the issued share capital of the companies listed below which are all incorporated in the UK.

Nature of
business
Capital and
Reserves
Profit/(Loss
for the year

)
Capital and
Reserves
Profit/(Loss
for the year

)
£ £ £ £
2023 2022
Joint Ventures

Half Full Limited Property
trading

10

-

10

-
Larmway Properties Limited Hotel and
service
apartments
operator
(18,563 ) 35,461 (54,024 ) (3,214 )
Saxonchart Limited Property
trading

(5,753,759

)

110,316

(5,864,075

)

(557,033

)

Mothers Fortune Limited Development
and sell real
estate
(8,286,209 ) (3,071 ) (8,283,138 ) (2,846 )
Framed Focus Limited Development
and sell real
estate


10


-


10


-
Forever Clear Limited Property
trading

(291,414

)

-

(291,414

)

-

Ultrapulse Limited Property
development

1

-

38,837

-

16. DEBTORS

Group Company
2023 2022 2023 2022
as restated as restated
£    £    £    £   
Amounts falling due within one year:
Trade debtors 1,499,559 630,275 - -
Amounts owed by group undertakings - - 52,665,494 50,958,974
Amounts owed by participating interests 836,650 6,340 836,650 -
Other debtors 41,104,182 39,181,109 22,500 16,500
Directors' current accounts 1,606,376 6,995,475 1,606,375 6,995,474
Tax 493,917 2,771,846 491,847 2,708,728
Prepayments and accrued income 859,527 781,401 3,082 3,399
46,400,211 50,366,446 55,625,948 60,683,075

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the period 31 December 2022 to 31 December 2023

16. DEBTORS - continued

Group Company
2023 2022 2023 2022
as restated as restated
£    £    £    £   
Amounts falling due after more than one year:
Other debtors 437,564 437,564 - -

Aggregate amounts 46,837,775 50,804,010 55,625,948 60,683,075

17. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2023 2022 2023 2022
as restated as restated
£    £    £    £   
Trade creditors 1,974,095 193,395 649,994 11,855
Amounts owed to group undertakings - - 25,392,392 28,690,548
Amounts owed to participating interests 13,728,541 13,384,455 8,545 8,545
Tax 609,397 2,827,196 601,197 2,818,978
Social security and other taxes 323,918 152,606 - -
VAT 234,341 492,670 - -
Other creditors 33,520,161 30,911,665 1,254,126 1,253,726
Accrued expenses 223,722 196,145 27,544 24,918
50,614,175 48,158,132 27,933,798 32,808,570

18. PROVISIONS FOR LIABILITIES

Group
2023 2022
as restated
£    £   
Other provisions - 162,722

Aggregate amounts - 162,722

19. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
Value: £    £   
100 Ordinary 1p 1 1

RESIDENTIAL LAND HOLDINGS LIMITED (REGISTERED NUMBER: 05977148)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the period 31 December 2022 to 31 December 2023

20. RELATED PARTY DISCLOSURES

The group has used the provisions available under the terms of Section 33 of FRS 102, not to disclose related party transactions with wholly owned subsidiaries within the group.

At the balance sheet date the group was owed £ £741,491 (2022 - £538,393) by Saxonchart Limited, a company in which Residential Land Holdings Limited has joint ventures and in which Mr B W Ritchie is also a director. During the year, group companies made sales and recharges amounting to £353,632 (2022 - £313,772) and paid rent amounting to £1,409,961 (2022 - £652,812) to Saxonchart Limited.

At the balance sheet date, the group owed £14,418,511 (2022 - £13,445,309) to Larmway Properties Limited, Ultrapulse Limited, Prime London Residential Limited, Marmalade Holdings Investments Limited and P17 Investments Limited, companies which are not wholly owned subsidiaries of Residential Land Holdings Limited. During the year, the group charged management fees and recharged costs of £263,677 (2022 - £269,403) and paid interest totalling £1,010,849 (2022 - £519,296) to the same companies.

At the balance sheet date, a director owed £1,606,376 (2022 - £6,995,474) to the company.

21. POST BALANCE SHEET EVENTS

The group is in the process of carrying out a standard review of its previous costings which may lead to further adjustments.

22. ULTIMATE CONTROLLING PARTY

The group was controlled throughout the current and previous year by Mr B W Ritchie, a director, by virtue of his ownership of the entire issued share capital.

23. ASSETS

Assets, including property stock, are shown at historical cost which could be below their actual market value.