REGISTERED NUMBER: |
Report of the Directors and |
Audited Financial Statements |
for the Year Ended 31 May 2023 |
for |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED |
REGISTERED NUMBER: |
Report of the Directors and |
Audited Financial Statements |
for the Year Ended 31 May 2023 |
for |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED (REGISTERED NUMBER: 08800093) |
Contents of the Financial Statements |
for the year ended 31 May 2023 |
Page |
Company Information | 1 |
Report of the Directors | 2 |
Report of the Independent Auditors | 4 |
Profit and Loss Account | 7 |
Balance Sheet | 8 |
Statement of Changes in Equity | 9 |
Notes to the Financial Statements | 10 |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED |
Company Information |
for the year ended 31 May 2023 |
Directors: |
Registered office: |
Registered number: |
Auditors: |
Northern Assurance Buildings |
9-21 Princess Street |
Manchester |
M2 4DN |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED (REGISTERED NUMBER: 08800093) |
Report of the Directors |
for the year ended 31 May 2023 |
The directors present their report with the financial statements of the company for the year ended 31 May 2023. |
Principal activity |
The principal activity of the company was to provide management services in respect of Phase One of the Manchester Life initiative. As Phase One is now complete it is anticipated the company will cease trading and become dormant in the next 12 months. The company will close upon the release of the Escrow debtor which will be after the end of the defects insurance period (DIP) which is 13/05/2025. The financial statements are, therefore, prepared on a basis other than going concern. However, no adjustments are required to the figures in the financial statements as a result of ceasing to trade. |
Review of business |
During the year the Company has overseen the defects liability period on the final Phase One development, Murrays' Mills. |
Directors |
The directors shown below have held office during the whole of the period from 1 June 2022 to the date of this report. |
Statement of directors' responsibilities |
The directors are responsible for preparing 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 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. |
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 company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED (REGISTERED NUMBER: 08800093) |
Report of the Directors |
for the year ended 31 May 2023 |
This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies. |
On behalf of the board: |
Report of the Independent Auditors to the Members of |
Manchester Life Development Company |
Limited |
Opinion |
We have audited the financial statements of Manchester Life Development Company Limited (the 'company') for the year ended 31 May 2023 which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity 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 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 company's affairs as at 31 May 2023 and of its loss 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. |
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 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. |
Emphasis of matter - basis of preparation |
We draw attention to note 3 to the financial statements which explains that the directors intend to liquidate the company and therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly the financial statements have been prepared on a basis other than going concern as described in Note 3. |
Our opinion is not modified in respect of this matter. |
Other information |
The directors are responsible for the other information. The other information comprises the information in 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Report of the Directors has been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Manchester Life Development Company |
Limited |
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 identified material misstatements in 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, 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 from the requirement to prepare a Strategic Report or in preparing the Report of the Directors. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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 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. |
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. |
We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the company engagement team: |
- identifying and assessing the design and effectiveness of controls that management have in place to prevent and detect fraud; |
- understanding how those charged with governance considered and addressed the potential for override of those controls, or other inappropriate influence over the financial reporting process; |
- identifying and testing journal entries, in particular and journal entries that appeared unusual; and |
- assessing the extent of compliance with relevant laws and regulations. |
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. |
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. |
Report of the Independent Auditors to the Members of |
Manchester Life Development Company |
Limited |
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. |
for and on behalf of |
Northern Assurance Buildings |
9-21 Princess Street |
Manchester |
M2 4DN |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED (REGISTERED NUMBER: 08800093) |
Profit and Loss Account |
for the year ended 31 May 2023 |
2023 | 2022 |
Notes | £ | £ |
Turnover |
Administrative expenses | ( |
) | ( |
) |
Operating loss | 5 | ( |
) | ( |
) |
Interest receivable and similar income |
Loss before taxation | ( |
) | ( |
) |
Tax on loss | 6 | ( |
) |
Loss for the financial year | ( |
) | ( |
) |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED (REGISTERED NUMBER: 08800093) |
Balance Sheet |
31 May 2023 |
2023 | 2022 |
Notes | £ | £ |
Current assets |
Debtors | 8 |
Cash at bank | 9 |
Creditors |
Amounts falling due within one year | 10 |
Net current assets |
Total assets less current liabilities |
Capital and reserves |
Called up share capital | 11 |
Retained earnings |
Shareholders' funds |
The financial statements were approved by the Board of Directors and authorised for issue on |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED (REGISTERED NUMBER: 08800093) |
Statement of Changes in Equity |
for the year ended 31 May 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 June 2021 |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 31 May 2022 |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 31 May 2023 |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED (REGISTERED NUMBER: 08800093) |
Notes to the Financial Statements |
for the year ended 31 May 2023 |
1. | Statutory information |
Manchester Life Development Company Limited is a |
2. | Statement of compliance |
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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. |
3. | Accounting policies |
Basis of preparing the financial statements |
The financial statements have been prepared under the historical cost convention. |
The principal activity of the company is to provide management services in respect of Phase One of the Manchester Life initiative. |
Going concern |
As Phase One is now complete it is anticipated the company will cease trading in the next 12 months then close once the Escrow balance is released which will be after the DIP ends on 13/05/2025. The financial statements are, therefore, prepared on a basis other than going concern. However, no adjustments are required to the figures in the financial statements as a result of ceasing to trade. |
Turnover |
The company receives a management fee based on a percentage of all costs incurred under the Pre-Construction Services Agreements and the Design & Build contracts. The Company recognises its fee income on the basis of the provisions of the Pre-Construction Services Agreements and Design & Build contracts, which provide for the company to receive its fee income as a percentage of all costs incurred, as these costs are incurred. |
Tangible fixed assets |
Short leasehold | - |
Fixtures and fittings | - |
Computer equipment | - |
Tangible fixed assets are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses. Cost includes the original purchase price and costs directly attributable to bringing the asset to its working condition for its intended use. |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED (REGISTERED NUMBER: 08800093) |
Notes to the Financial Statements - continued |
for the year ended 31 May 2023 |
3. | Accounting policies - continued |
Financial instruments |
The company has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial instruments. |
(i) Financial assets |
Basic financial assets, including trade debtors, other debtors, group loans and bank balances, are initially recognised at transaction price, 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. |
Such assets are subsequently carried at amortised cost using the effective interest method. |
(ii) Financial liabilities |
Basic financial liabilities, including trade creditors, other creditors and group loans 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 receipts discounted at a market rate of interest. |
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss Account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
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 balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
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. |
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. |
Bank and cash |
Bank and cash balances comprise of amounts made up from a standard UK business bank account and also amounts which are restricted for use (held in escrow). Cash and cash equivalents are stated at carrying amount which is deemed to be fair value. Cash restricted for use comprises cash and cash equivalents which are not available for general use by the business, including amounts held in escrow. |
Share capital |
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds. |
4. | Employees and directors |
The average number of employees during the year was NIL (2022 - NIL). |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED (REGISTERED NUMBER: 08800093) |
Notes to the Financial Statements - continued |
for the year ended 31 May 2023 |
5. | Operating loss |
The operating loss is stated after charging: |
2023 | 2022 |
£ | £ |
Depreciation - owned assets |
6. | Taxation |
Analysis of the tax charge |
The tax charge on the loss for the year was as follows: |
2023 | 2022 |
£ | £ |
Deferred tax |
Tax on loss |
7. | Tangible fixed assets |
Fixtures |
Short | and | Computer |
leasehold | fittings | equipment | Totals |
£ | £ | £ | £ |
Cost |
At 1 June 2022 |
Disposals | ( |
) | ( |
) | ( |
) | ( |
) |
At 31 May 2023 |
Depreciation |
At 1 June 2022 |
Eliminated on disposal | ( |
) | ( |
) | ( |
) | ( |
) |
At 31 May 2023 |
Net book value |
At 31 May 2023 |
At 31 May 2022 |
8. | Debtors: amounts falling due within one year |
2023 | 2022 |
£ | £ |
Amounts owed by group undertakings |
Other debtors |
MANCHESTER LIFE DEVELOPMENT COMPANY |
LIMITED (REGISTERED NUMBER: 08800093) |
Notes to the Financial Statements - continued |
for the year ended 31 May 2023 |
9. | Cash at bank |
2023 | 2022 |
£ | £ |
Cash restricted for use (held in escrow) | 93,000 | 124,000 |
Cash | 7,892 | 546,455 |
100,892 | 670,455 |
Cash restricted for use is held in escrow in respect of the two Phase One developments for sale. |
10. | Creditors: amounts falling due within one year |
2023 | 2022 |
£ | £ |
Trade creditors |
Amounts owed to group undertakings |
Other creditors |
Accruals and deferred income |
11. | Called up share capital |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | £1 | 100 | 100 |
12. | Related party disclosures |
The entity is funded by a related party working capital facility from its immediate parent company. The carrying value of that loan is £93,000 (2022: £645,991). |
The company received the majority of its revenue from recharged subcontractor costs and management fees under construction contracts with fellow group companies. At the year end the amounts due under these construction contracts was £NIL (2022: £7,257). The amounts owed to these entities was £NIL (2022: £NIL). |
The company is owed £NIL (2022: £84,097) in respect of loans receivable from group companies and owes £NIL (2022: £NIL) to the same group companies |
All related party transaction balances are repayable on demand. |
13. | Ultimate controlling party |
The Company is a Joint Venture between Loom Holdings Limited and Manchester City Council. Manchester City Council holds 49% whereas Loom Holdings Limited holds 51%. The directors consider Loom Holdings Limited (by virtue of their shareholding) to have a controlling interest. The Directors consider the ultimate controlling party to be His Highness Sheikh Mansoor Bin Zayed Al Nahyan. |