REGISTERED NUMBER:
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Ely Bridge Development Company Limited |
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Audited Financial Statements for the Year Ended 31 March 2020 |
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REGISTERED NUMBER:
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Ely Bridge Development Company Limited |
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Audited Financial Statements for the Year Ended 31 March 2020 |
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Ely Bridge Development Company Limited (Registered number: 08010561) |
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Contents of the Financial Statements |
for the Year Ended 31 March 2020 |
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Page |
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Company Information | 1 |
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Balance Sheet | 2 |
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Notes to the Financial Statements | 3 |
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Ely Bridge Development Company Limited |
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Company Information |
for the Year Ended 31 March 2020 |
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Directors: |
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Registered office: |
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Registered number: |
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Auditors: |
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7 Neptune Court |
Vanguard Way |
Cardiff |
CF24 5PJ |
Ely Bridge Development Company Limited (Registered number: 08010561) |
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Balance Sheet |
31 March 2020 |
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2020 | 2019 |
Notes | £ | £ |
Fixed assets |
Tangible assets | 4 |
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Current assets |
Stocks | 5 |
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Debtors | 6 |
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Cash at bank and in hand |
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Creditors |
Amounts falling due within one year | 7 | ( |
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Net current assets |
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Total assets less current liabilities |
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Creditors |
Amounts falling due after more than one
year |
8 |
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( |
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Net liabilities | ( |
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Reserves |
Income and expenditure account | 10 | ( |
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( |
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In accordance with Section 444 of the Companies Act 2006, the Profit and loss has not been delivered. |
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The financial statements were approved by the Board of Directors and authorised for issue on
were signed on its behalf by: |
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Ely Bridge Development Company Limited (Registered number: 08010561) |
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Notes to the Financial Statements |
for the Year Ended 31 March 2020 |
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1. | Statutory information |
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Ely Bridge Development Company Limited is a
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and Wales. The company's registered number and registered office address can be found on the Company |
Information page. |
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2. | Accounting policies |
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Basis of preparing the financial statements |
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Related party exemption |
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. |
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Turnover |
Turnover represents amounts chargeable, net of value added tax, in respect of the sale of land, construction |
and property services to customers. |
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Revenue from the sale of land is recognised when the company has transferred to the buyer the significant |
risks and rewards of ownership. |
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The company recognises revenue from the rendering of services by reference to the stage of completion of the |
transaction at the end of the reporting period. |
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Other operating income |
Other operating income represents amounts chargeable, net of value added tax, in respect of the provision of |
back office support services to related companies under common control and other sundry invoices. It is |
recognised as these services are provided. |
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Tangible fixed assets |
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Computer equipment | - |
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Stocks |
Work in progress represents amounts recoverable on contracts in which income is recognised by stage of |
completion. |
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When the outcome cannot be reliably measured, all costs are expensed and revenue is only recognised to the |
extent that it is probable that costs are recoverable. |
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When it is probable that a loss will occur on a contract, this is recognised in full immediately as an onerous |
contract provision. |
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Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and loss, except to the |
extent that it relates to items recognised in other comprehensive income or directly in equity. |
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Current or deferred taxation assets and liabilities are not discounted. |
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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 balance sheet date. |
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Ely Bridge Development Company Limited (Registered number: 08010561) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2020 |
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2. | Accounting policies - continued |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the |
balance sheet date. |
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Timing differences arise from the inclusion of income and expenses in tax assessments in periods different |
from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and |
laws that have been enacted or substantively enacted by the year end and that are expected to apply to the |
reversal of the timing difference. |
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Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they |
will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
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Pension costs and other post-retirement benefits |
The company operates a defined contribution pension scheme. Contributions payable to the company's |
pension scheme are charged to profit or loss in the period to which they relate. |
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Cash and cash equivalents |
Cash and cash equivalents comprise cash on hand and call deposits. |
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Going concern |
The Board is aware that due to the nature of the development project where a significantly large amount of cost |
is expended ahead of earning any revenue income, the company will report significant accounting losses until |
revenue income is generated. The long-term projections monitored via regular review of the development |
tracker, shows that the scheme will generate a surplus when completed. The Board also receives cash flow |
projections and update on funding agreements (short term and long term) as part of periodic financial reporting |
package. |
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As with any such project, there is some level of material uncertainty, but the directors are confident that should |
the project fail to go ahead, the Company will be able to meet its liabilities as they fall due. |
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Tirion Group Limited (Group), the parent, has taken steps to alter or reduce normal business activity to help |
control the spread of the outbreak of the COVID-19 pandemic, to minimise the impact across the Group. The |
management, working in partnership with the contractors and advisors, have conducted a review of the Group's |
business risks that are potentially exposed. This analysis did not identify any areas that would be likely to |
represent a substantial challenge to the Group's business model sustainability. |
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Based on the above, the Directors consider that the Company is financially viable and can meet its liabilities as |
they fall due and therefore these financial statements have been prepared on a going concern basis. |
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3. | Employees and directors |
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The average number of employees during the year was
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4. | Tangible fixed assets |
Computer |
equipment |
£ |
Cost |
Additions |
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At 31 March 2020 |
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Depreciation |
Charge for year |
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At 31 March 2020 |
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Net book value |
At 31 March 2020 |
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Ely Bridge Development Company Limited (Registered number: 08010561) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2020 |
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5. | Stocks |
2020 | 2019 |
£ | £ |
Work-in-progress |
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6. | Debtors |
2020 | 2019 |
£ | £ |
Amounts falling due within one year: |
Trade debtors |
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Amounts owed by participating interests | 1,638,247 | - |
Other debtors |
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VAT |
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Amounts falling due after more than one year: |
Trade debtors |
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Amounts owed by group undertakings |
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Aggregate amounts |
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7. | Creditors: amounts falling due within one year |
2020 | 2019 |
£ | £ |
Other loans |
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Trade creditors |
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Amounts owed to participating interests | 160,230 | 495,841 |
Social security and other taxes |
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VAT | - | 82,688 |
Other creditors |
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Accrued expenses |
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8. | Creditors: amounts falling due after more than one year |
2020 | 2019 |
£ | £ |
Other loans due in 1 - 2 years | - | 11,592,273 |
Other loans - 2-5 years |
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Ely Bridge Development Company Limited (Registered number: 08010561) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2020 |
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9. | Secured debts |
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The following secured debts are included within creditors: |
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2020 | 2019 |
£ | £ |
Other loans | 12,115,197 | 13,425,022 |
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Loans outstanding |
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Total | Total |
Counterparty |
Due within 1 year |
Due within 1-2 years |
Due after
more 2-5 years |
2020 |
2019 |
£ | £ | £ | £ | £ |
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Principality Building
Society |
2,850,305 |
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2,850,305 |
4,344,077 |
Welsh Government | - | - | 9,264,892 | 9,264,892 | 9,080,945 |
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2,850,305 | - | 9,264,892 | 12,115,197 | 13,425,022 |
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Principality Building Society: |
The construction loan of £2,850,305 owed to Principality Building Society is due on or before 31 October 2020. |
The interest rate applicable to this borrowing is three month LIBOR plus 3.5%. |
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The loan is secured by way of fixed charges numbered 0801 0561 0005, 0801 0561 0006 and 0801 0561 0007 |
over the freehold land known as Ely Mill, Canton, Cardiff dated 2 September 2015 and 26 October 2017. |
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Welsh Government: |
The loan for £9,264,892 is from the Welsh Government and is dated 3 July 2020, this loan supersedes the both |
the revised loan agreement dated 30 March 2017 and the original loan agreement dated 30 March 2013. The |
interest is calculated on a compound basis with reference to the European Reference rates together with a 1% |
margin. The interest rate together with the 1% margin totalled 1.94% at 31 March 2020 (2019: 2.09%). |
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The loan of £8.08 million plus accrued interest is due for repayment based on the earlier of several different key |
events but no later 31 March 2024 and therefore the loan has been classified as falling due for repayment |
within 2 - 5 years. |
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The loan is secured on the Ely Bridge site and the cash balances within the company, together with charges |
over the completed properties at the Mill site which have been transferred within the Group. |
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10. | Reserves |
Income |
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expenditure |
account |
£ |
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At 1 April 2019 | ( |
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Surplus for the year |
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At 31 March 2020 | ( |
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11. | Disclosure under Section 444(5B) of the Companies Act 2006 |
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The Report of the Auditors was unqualified. |
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for and on behalf of
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Ely Bridge Development Company Limited (Registered number: 08010561) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2020 |
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11. | Disclosure under Section 444(5B) of the Companies Act 2006 - continued |
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Material uncertainty related to going concern |
We draw attention to note 2, 'Going concern', in the financial statements. As at 31 March 2020, the company's |
total liabilities exceeded its total assets by £5,306,732. As stated in note 2, these events or conditions, along |
with other matters as set forth in note 2, indicate that a material uncertainty exists that may cast significant |
doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this |
matter. |
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The impact of uncertainties due to COVID -19 on our audit |
The Directors' view on the impact of COVID-19 is disclosed within the accounting policies note. |
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Uncertainties relating to the effects of COVID -19 are relevant to understanding our audit of the financial |
statements. All audits assess and challenge the reasonableness of estimates made by the directors, such as |
valuation of assets, appropriateness of the going concern basis of preparation of the financial statements and |
associated disclosures. All of these depend on assessments of the future economic environment and the |
company's future prospects and performance. |
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The COVID -19 viral pandemic is one of the most significant economic events for the UK, and at the date of this |
report its effects are subject to unprecedented levels of uncertainty of outcomes, with the full range of possible |
effects unknown. We have applied a standardised approach in response to that uncertainty when assessing |
the company's future prospects and performance. However, no audit should be expected to predict the |
unknowable factors or all possible future implications for a company and this is particularly the case in relation |
to the COVID -19 pandemic. |
Ely Bridge Development Company Limited (Registered number: 08010561) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2020 |
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12. | Contingent liabilities |
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On the 27th August 2015 the company entered in to an agreement with the Cardiff City Council to pay |
£2,000,000 pursuant to Section 106 Town and Country Planning Act 1990 relating to Land at Ely Bridge. A sum |
of £500,000 (25%) was paid during 2018/19, a further sum of £500,000 (25%) was paid during 2019/20 and the |
remaining balance is payable as follows: |
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- 25% prior to the date of occupation of the last dwelling within phase C or if earlier 30 September 2021 and |
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- the final 25% prior to the date of occupation of the last dwelling within phase D or if earlier 30 June 2023. |
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In addition to the education payment, the Section 106 agreement requires EBDC to construct a Community |
Facility and provide other facilities for the benefit of the community. Total estimated cost of these obligations is |
£760,000. Cardiff City Council has agreed to extend the deadline for constructing the Community Facility from |
30 June 2019 to 30 June 2023. |
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As at 31 March 2020, the conditions to make a payment, or provide the community facilities, had not been met |
and therefore there was no liability arising in the balance sheet. |
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On 17th August 2016, the company entered into an agreement with Cardiff Council under Section 278 and |
Section 38 of the Highway Act 1980 for the execution of Highway works at Ely Mill (Southern Access). The total |
estimated cost of this obligation is £145,500. |
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As at 31 March 2020, the conditions to make further payments have not been met and therefore there was no |
liability arising. |
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In addition to the section 38 of the Highway Act 1980 above, the following side agreements have been entered |
into: |
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Spine Road |
On 28th April 2016, the company entered into a side agreement with Cardiff Council in relation to highway |
works on Ely Mill, Cardiff - Spine Road. The Spine Road Side Agreement obliges the relevant parties to |
complete the Section 38 Agreement and Bond once the Council has confirmed that the highway works have |
been completed to enable the Certificate of Substantial Completion to be issued.The total estimated cost of |
this obligation is £472,000. |
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The sums are payable on or before completion of the Section 38 Agreement. |
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As at 31 March 2020, the conditions to make further payments have not been met and therefore there was no |
liability arising. |
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Green Street 1 |
On 17th August 2017, the company entered into a side agreement with Cardiff Council in relation to highway |
works on Ely Mill, Cardiff - Green Street 1.The Green Street 1 Side Agreement obliges the relevant parties to |
complete the Section 38 Agreement and Bond once the Section 38 Agreement to be completed pursuant to the |
Spine Road Side Agreement has been completed. The total estimated cost of this obligation is £13,340. |
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The sums are payable on or before completion of the Section 38 Agreement. |
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As at 31 March 2020, the conditions to make further payments have not been met and therefore there was no |
liability arising. |
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Green Street 2 |
On 21st June 2019, the company entered into a side agreement with Cardiff Council in relation to highway |
works on Ely Mill, Cardiff - Green Street 2. The Green Street 2 Side Agreement obliges the relevant parties to |
complete the Section 38 Agreement and Bond once the Section 38 Agreement linked to the Spine Road Side |
Agreement has been completed and the Council has confirmed that the highway works have been completed to |
enable the Certificate of Substantial Completion to be issued. The total estimated cost of this obligation is |
£11,585. |
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The sums are payable on or before completion of the Section 38 Agreement. |
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As at 31 March 2020, the conditions to make further payments have not been met and therefore there was no |
liability arising. |
Ely Bridge Development Company Limited (Registered number: 08010561) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2020 |
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13. | Ultimate parent company |
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The ultimate parent company and controlling party is Tirion Group Limited, which prepares group financial |
statements incorporating the financial statements of the company. A Copy of these can be obtained from the |
charity's registered office at 7 Neptune Court, Vanguard Way, Cardiff, Wales, CF24 5PJ. |
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14. | Limited by guarantee |
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The company is a private company limited by guarantee and consequently does not have share capital. Each of |
the members is liable to contribute an amount not exceeding £1 towards the assets of the company in the event |
of liquidation. |