Company Registration No. 04119496 (England and Wales)
OAKCROWN PROPERTIES LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
OAKCROWN PROPERTIES LIMITED
COMPANY INFORMATION
Directors
Mr M A Collins
Mr O P Egerton-Vernon
Mr W J Garfield-Bennett
Secretary
G.B. Secretaries Limited
Company number
04119496
Registered office
Richard House
9 Winckley Square
Preston
PR1 3HP
Auditor
MHA Moore and Smalley
Richard House
9 Winckley Square
Preston
PR1 3HP
OAKCROWN PROPERTIES LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditor's report
3 - 5
Statement of comprehensive income
6
Balance sheet
7
Notes to the financial statements
8 - 12
OAKCROWN PROPERTIES LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2018
- 1 -
The directors present their annual report and financial statements for the year ended 31 March 2018.
Principal activities
The principal activity of the company during the year was the letting of property.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr M A Collins
Mr O P Egerton-Vernon
Mr W J Garfield-Bennett
Auditor
The auditor, MHA Moore and Smalley, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
Mr M A Collins
Director
19 December 2018
OAKCROWN PROPERTIES LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2018
- 2 -
The directors are responsible for preparing the annual report 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 of the profit or loss of the company 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 transactions and disclose with reasonable accuracy at any time the financial position of the company 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
OAKCROWN PROPERTIES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF OAKCROWN PROPERTIES LIMITED
- 3 -
Opinion
We have audited the financial statements of Oakcrown Properties Limited (the 'company') for the year ended 31 March 2018 which comprise the statement of comprehensive income, the balance sheet and 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 FRS 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 company's affairs as at 31 March 2018 and of its profit for the year 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.
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 Auditor's
responsibilities for the audit of the financial statements
section of our report. We are independent of the company 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
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
-
the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
-
the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the company’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue
.
The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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 our audit
:
-
the information given in the directors' r
eport for the financial year for which the financial statements are prepared is consistent with the financial statements
; and
-
the directors' report has been prepared in accordance with applicable legal requirements.
OAKCROWN PROPERTIES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF OAKCROWN PROPERTIES LIMITED
- 4 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identifie
d
material misstatements in the directors'
r
eport
.
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, or returns adequate for our audit have not been received from branches not visited by us; or
-
the 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; or
-
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and take advantage of the small companies exemption from the requirement to prepare a strategic report.
Responsibilities of directors
As explained more fully in the directors'
r
esponsibilities
s
tatement, 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 is 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 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 company or to cease operations, or have no realistic alternative but to do so.
Auditor's 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 an auditor’s report 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.
A further description of our responsibilities for the audit of the financial statements is located on the
Financial Reporting Council’s website at: http://www.frc.org.uk/auditorsresponsibilities
.
This description forms part of our auditor’s report.
OAKCROWN PROPERTIES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF OAKCROWN PROPERTIES LIMITED
- 5 -
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 an auditor's report 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.
Paul Williams (Senior Statutory Auditor)
for and on behalf of MHA Moore and Smalley
Chartered Accountants
Statutory Auditor
Richard House
9 Winckley Square
Preston
PR1 3HP
19 December 2018
OAKCROWN PROPERTIES LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2018
- 6 -
2018
2017
Notes
£
£
Turnover
2,344,843
2,245,151
Administrative expenses
(1,569,975)
(1,721,831)
Exceptional item
2
(1,524,000)
-
Operating (loss)/profit
(749,132)
523,320
Interest payable and similar expenses
(371,401)
(412,863)
Fair value gains and losses on investment properties
3
2,860,000
-
Profit before taxation
1,739,467
110,457
Tax on profit
-
-
Profit for the financial year
1,739,467
110,457
OAKCROWN PROPERTIES LIMITED
BALANCE SHEET
AS AT
31 MARCH 2018
31 March 2018
- 7 -
2018
2017
Notes
£
£
£
£
Fixed assets
Investment properties
3
24,510,000
21,650,000
Current assets
Debtors
4
895,963
1,676,594
Cash at bank and in hand
1,172,983
5,725,150
2,068,946
7,401,744
Creditors: amounts falling due within one year
5
(1,573,217)
(5,385,482)
Net current assets
495,729
2,016,262
Total assets less current liabilities
25,005,729
23,666,262
Creditors: amounts falling due after more than one year
6
(7,400,000)
(7,800,000)
Net assets
17,605,729
15,866,262
Capital and reserves
Called up share capital
7
2
2
Profit and loss reserves
8
17,605,727
15,866,260
Total equity
17,605,729
15,866,262
These 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 19 December 2018 and are signed on its behalf by:
Mr M A Collins
Director
Company Registration No. 04119496
OAKCROWN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
- 8 -
1
Accounting policies
Company information
Oakcrown Properties Limited is a
private
company
limited by shares
incorporated in England and Wales.
The registered office is
Richard House, 9 Winckley Square, Preston, PR1 3HP.
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 a
mounts
in these financial statements are
rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include investment properties at fair value. The principal accounting policies adopted are set out below.
1.2
Going concern
A
t the time of approving the financial statements
,
t
he directors have a reasonable expectation that the
company
has adequate resources to continue in operational existence for the foreseeable future. Thus
t
he directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover represents
rent
receivable net of VAT and trade discounts
, which is recognised in the accounting period to which it relates.
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 a
t
the reporting end date.
The surplus or deficit on revaluation is recognised in profit or loss.
1.5
Cash at bank and in hand
Cash at bank and in hand
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.
1.6
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 balance sheet 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.
OAKCROWN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2018
1
Accounting policies
(Continued)
- 9 -
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, 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 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
paymen
ts 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. A
m
ounts payable are classified as
current liabilities if payment is due within one year or less. If not, they are presented
as non-current liabilities. Trade creditors are recognised initially at transaction price
and subsequently measured at amortised cost using the effective interest method.
1.7
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.8
Leases
Rentals payable under operating leases,
including
any lease incentives received, are charged to income 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 lease asset are consumed.
2
Exceptional costs
2018
2017
£
£
Provision against group debtors
1,524,000
-
OAKCROWN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2018
- 10 -
3
Investment property
2018
£
Fair value
At 1 April 2017
21,650,000
Revaluations
2,860,000
At 31 March 2018
24,510,000
The valuation at 31 March 2018 is equal to the proceeds received following the disposal of the property post year end. The directors are satisfied that this reflects the fair value of the property at the year end.
The historical cost of the property is £18,555,939 (2017: £18,555,939).
4
Debtors
2018
2017
Amounts falling due within one year:
£
£
Trade debtors
37,250
18,060
Amounts owed by group undertakings
515,772
45,420
Other debtors
-
679,503
Prepayments and accrued income
342,941
933,611
895,963
1,676,594
5
Creditors: amounts falling due within one year
2018
2017
Notes
£
£
Bank loans and overdrafts
400,000
4,200,000
Trade creditors
55,256
15,040
Other taxation and social security
266,704
274,401
Other creditors
94,491
75,748
Accruals and deferred income
756,766
820,293
1,573,217
5,385,482
6
Creditors: amounts falling due after more than one year
2018
2017
Notes
£
£
Bank loans and overdrafts
7,400,000
7,800,000
The bank loans are secured by the company.
OAKCROWN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2018
- 11 -
7
Called up share capital
2018
2017
£
£
Ordinary share capital
Issued and fully paid
2 Ordinary shares of £1 each
2
2
2
2
8
Profit and loss reserves
2018
2017
£
£
At the beginning of the year
15,866,260
15,755,803
Profit for the year
1,739,467
110,457
At the end of the year
17,605,727
15,866,260
Included within profit and loss reserves is a non-distributable reserve arising due to the revaluation of investment property totalling £5,954,061 (2017: £3,094,061).
9
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2018
2017
£
£
74,938,500
76,128,000
10
Related party transactions
At the year end Oakcrown Properties Limited was owed amounts totalling £nil (2017: £45,420) from the Carjed Settlement, its ultimate parent entity as at 31 March 2017.
As permitted by Section 1AC.35, transactions entered into between two or more members of the group are not disclosed, provided that any subsidiary which is a party to the transaction is wholly owned by such a member.
OAKCROWN PROPERTIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2018
- 12 -
11
Parent company
The immediate parent company is Marvale Holdings Limited, a company incorporated in the British Virgin Isles.
Until 6 April 2017 the ultimate parent entity was the Carjed Settlement, a trust registered in Jersey. The ultimate controlling party was G.B. Trustees Limited as Trustee of the Carjed Settlement.
On 6 April 2017 the entire share capital of Marvale Holdings Limited was acquired by Mountmurray Limited, a company incorporated in Jersey. The ultimate controlling party is now G.B. Trustees Limited as Trustee of The BG (2016) Settlement, resident in Jersey.
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