Company registration number 00267843 (England and Wales)
LAVER REGENERATION LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
PAGES FOR FILING WITH REGISTRAR
LAVER REGENERATION LIMITED
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 9
LAVER REGENERATION LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2022
31 December 2022
- 1 -
2022
2021
Notes
£
£
£
£
Fixed assets
Investment properties
4
37,260,494
36,728,434
Investments
5
11,285
11,285
37,271,779
36,739,719
Current assets
Debtors falling due after one year
6
54,650,151
54,833,090
Debtors falling due within one year
6
9,651,029
10,055,276
Cash at bank and in hand
1,042,176
687,726
65,343,356
65,576,092
Creditors: amounts falling due within one year
7
(4,445,612)
(4,080,433)
Net current assets
60,897,744
61,495,659
Total assets less current liabilities
98,169,523
98,235,378
Creditors: amounts falling due after more than one year
8
(11,433,853)
(11,412,994)
Net assets
86,735,670
86,822,384
Shareholders loans
21,444,371
21,444,371
Capital and reserves
Called up share capital
9
107,378
107,378
Revaluation reserve
17,948,696
17,948,696
Capital redemption reserve
9,728
9,728
Profit and loss reserves
47,225,497
47,312,211
Total equity
65,291,299
65,378,013
86,735,670
86,822,384
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
LAVER REGENERATION LIMITED
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2022
31 December 2022
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 7 July 2023 and are signed on its behalf by:
M R Bower
Director
Company Registration No. 00267843
LAVER REGENERATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 3 -
1
Accounting policies
Company information
Laver Regeneration Limited is a private company limited by shares incorporated in England and Wales. The registered office is Aizlewood Mill, Nursery Street, Sheffield, S3 8GG.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include investment properties at fair value. The principal accounting policies adopted are set out below.
1.2
Going concern
These financial statements are prepared on the going concern basis. The directors have a reasonable expectation that the company will continue in operational existence for the foreseeable future.
1.3
Turnover
Turnover is measured at the fair value of the consideration received or receivable and represents amounts receivable for rental of investment properties.
1.4
Investment properties
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
1.5
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.6
Cash at bank and in hand
Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.
LAVER REGENERATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 4 -
1.7
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.
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.
Trade debtors, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as 'loans and receivables'. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.
Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.
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 and loans from fellow group companies, 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 payments 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. Amounts 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.
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.
1.8
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
LAVER REGENERATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 5 -
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
1.9
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.10
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
2
Operating profit
2022
2021
£
£
Operating profit for the year is stated after charging/(crediting):
Profit on disposal of tangible fixed assets
(41,478)
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
Total
6
2
LAVER REGENERATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 6 -
4
Investment property
2022
£
Fair value
At 1 January 2022
36,728,435
Transfers
532,059
At 31 December 2022
37,260,494
The fair value of the investment property has been arrived at by the directors by reference to an independent professional valuation prepared in February 2019 by independent valuers not connected with the company, on the basis of market value and subsequent informal discussions.
5
Fixed asset investments
2022
2021
£
£
Other investments other than loans
11,285
11,285
The company has not designated any financial assets that are not classified as financial assets at fair value through profit or loss.
6
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
5,157,138
4,547,265
Corporation tax recoverable
66,973
43,896
Other debtors
4,426,918
5,464,115
9,651,029
10,055,276
2022
2021
Amounts falling due after more than one year:
£
£
Amounts owed by group undertakings
51,308,220
51,861,905
Other debtors
2,821,931
2,673,185
54,130,151
54,535,090
Deferred tax asset
520,000
298,000
54,650,151
54,833,090
Total debtors
64,301,180
64,888,366
LAVER REGENERATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
6
Debtors
(Continued)
- 7 -
Trade debtors disclosed above are measured at amortised cost.
Amounts due from parent and fellow group undertakings have no set repayment or interest terms. In the opinion of the directors there would be no benefit in calculating a theoretical carrying value at amortised cost as required by FRS 102. The balances continue therefore to be carried at transaction price.
7
Creditors: amounts falling due within one year
2022
2021
£
£
Bank loans and overdrafts
863,061
859,703
Trade creditors
(3,894)
(7,589)
Amounts due to group undertakings
3,417,899
2,853,153
Other taxation and social security
99,264
112,424
Other creditors
69,282
262,742
4,445,612
4,080,433
See note 8 for details of the bank loan security.
8
Creditors: amounts falling due after more than one year
2022
2021
£
£
Bank loans and overdrafts
9,275,420
10,123,183
Other creditors
2,158,433
1,289,811
11,433,853
11,412,994
The bank loan is secured by debenture including fixed charge over all present freehold and leasehold property.
Creditors which fall due after five years are as follows:
2022
2021
£
£
Payable by instalments
6,250,000
7,150,000
9
Called up share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
107,378
107,378
107,378
107,378
LAVER REGENERATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 8 -
10
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Senior Statutory Auditor:
Terri Pierpoint
Statutory Auditor:
BHP LLP
11
Financial commitments, guarantees and contingent liabilities
Under a cross guarantee the Company has guaranteed the bank borrowings of fellow subsidiaries. The bank borrowings of fellow subsidiaries at the year end amounted to £13,925,000.
LAVER REGENERATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 9 -
12
Related party transactions
Transactions with related parties
At 31 December 2022 the company was owed £1,084,087 (2021: £1,022,581) by Chesterfield Waterfront Limited a company in which Laver Regeneration Limited is a 50% shareholder.
At 31 December 2022 the company was owed £1,103,192 (2021: £1,018,367) by Chesterfield Waterside Limited a company in which Laver Regeneration Limited is a 40.5% shareholder.
At 31 December 2022 the company was owed £258,765 (2021: £258,765) by Urbo Regeneration Limited a company in which Laver Regeneration Limited is a 38% shareholder.
At 31 December 2022 the company was owed £375,886 (2021: £373,471) by Canal Road Urban Village Limited, a subsidiary of Urbo Regeneration Limited
At 31 December 2022 the company owed £22,734,181 (2021: £21,444,371) to the shareholders of Laver Regeneration Holdings Limited. Interest of £798,378 was charged on these loans during the year in accordance with the loan agreements.
At 31 December 2022 the company was owed £279,005 (2021: £279,005 ) by Bank Construction Limited, a company which the director, Andrew Laver is the sole director and shareholder.
At 31 December 2022 the company was owed £508,246 (2021: £452,026 ) by Laver Leisure (Oakamoor) Limited, a company which the directors, are also directors of this company.
Amounts due to the company are repayable on demand.
Amounts owed to the shareholders of Laver Regeneration Holdings Limited are repayable after more than one year.
13
Parent company
The company's immediate parent company is Laver Regeneration Group Limited. The ultimate parent company is Laver Regeneration Holdings Limited.