Sunderland Limited - Limited company accounts 18.2

REGISTERED NUMBER: 03189630

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2018

FOR

SUNDERLAND LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Statement of Comprehensive Income

7

Balance Sheet

8

Statement of Changes in Equity

9

Notes to the Financial Statements

10

DIRECTORS:

S J Donald

Mrs A Lowes

C H F Methven

N J Fox

A J Davison

J Sartori

SECRETARY:

Mrs A Lowes

REGISTERED OFFICE:

The Sunderland Stadium Of Light

Sunderland

Tyne and Wear

SR5 1SU

REGISTERED NUMBER:

03189630

AUDITORS:

Jamesons Limited

Chartered Accountants and Statutory Auditors

Jamesons House

Compton Way

Witney

OX28 3AB

The directors present their strategic report for the year ended 31 July 2018.

REVIEW OF BUSINESS

The financial results for the year ended 31 July 2018 show turnover of £2 million (2017: £2 million) relating to the rent charge for

The Stadium of Light.

PRINCIPAL RISKS AND UNCERTAINTIES

The directors consider the major risk of the business to be the performance of Sunderland Association Football Club.

ON BEHALF OF THE BOARD:

S J Donald - Director

25 April 2019

The directors present their report with the financial statements of the company for the year ended 31 July 2018.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the freeholder of The Stadium of Light football ground.

DIVIDENDS

No dividends will be distributed for the year ended 31 July 2018.

DIRECTORS

Mrs A Lowes has held office during the whole of the period from 1 August 2017 to the date of this report.

Other changes in directors holding office are as follows:

S J Donald - appointed 26 May 2018

C H F Methven - appointed 26 May 2018

P Andersson - resigned 22 May 2018

M E Bain - resigned 22 May 2018

E Short - resigned 22 May 2018

N J Fox , A J Davison and J Sartori were appointed as directors after 31 July 2018 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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 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;

-	state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

-	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.

AUDITORS

The auditors, Jamesons Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

S J Donald - Director

25 April 2019

Opinion

We have audited the financial statements of Sunderland Limited (the 'company') for the year ended 31 July 2018 which comprise

the Statement of Comprehensive Income, 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 July 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.

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.

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.

Other information

The directors are responsible for the other information. The other information comprises the information in the 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 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.

Opinion 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 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 Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

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 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, 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.

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 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.

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.

Anita Lyon ACA FCCA (Senior Statutory Auditor)

for and on behalf of Jamesons Limited

Chartered Accountants and Statutory Auditors

Jamesons House

Compton Way

Witney

OX28 3AB

25 April 2019

TURNOVER

3

2,000

2,000

OPERATING PROFIT and

PROFIT BEFORE TAXATION

2,000

2,000

Tax on profit

5

82

(1,536

)

PROFIT FOR THE FINANCIAL YEAR

1,918

3,536

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,918

3,536

FIXED ASSETS

Tangible assets

6

-

-

Investments

7

152,357

86

Investment property

8

92,775

92,775

245,132

92,861

CURRENT ASSETS

Debtors

9

439

-

Cash at bank

7

7

446

7

CREDITORS

Amounts falling due within one year

10

29

1,589

NET CURRENT ASSETS/(LIABILITIES)

417

(1,582

)

TOTAL ASSETS LESS CURRENT LIABILITIES

245,549

91,279

PROVISIONS FOR LIABILITIES

12

7,126

7,044

NET ASSETS

238,423

84,235

CAPITAL AND RESERVES

Called up share capital

13

1,608

86

Share premium

14

251,645

100,897

Revaluation reserve

14

55,649

55,731

Other reserves

14

596

596

Retained earnings

14

(71,075

)

(73,075

)

SHAREHOLDERS' FUNDS

238,423

84,235

The financial statements were approved by the Board of Directors on 25 April 2019 and were signed on its behalf by:

S J Donald - Director

Called up

share

Retained

Share

capital

earnings

premium

£'000

£'000

£'000

Balance at 1 August 2016

86

(75,393

)

100,897

Changes in equity

Total comprehensive income

-

2,318

-

Balance at 31 July 2017

86

(73,075

)

100,897

Changes in equity

Issue of share capital

1,522

-

150,748

Total comprehensive income

-

2,000

-

Balance at 31 July 2018

1,608

(71,075

)

251,645

Revaluation

Other

Total

reserve

reserves

equity

£'000

£'000

£'000

Balance at 1 August 2016

54,513

596

80,699

Changes in equity

Total comprehensive income

1,218

-

3,536

Balance at 31 July 2017

55,731

596

84,235

Changes in equity

Issue of share capital

-

-

152,270

Total comprehensive income

(82

)

-

1,918

Balance at 31 July 2018

55,649

596

238,423

1.	STATUTORY INFORMATION

Sunderland Limited is a private company, limited by shares , registered in Not specified/Other. The company's registered

number and registered office address can be found on the Company 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 as modified by the revaluation of certain assets.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as

permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows;

•

the requirements of Section 11 Financial Instruments paragraphs 11.41(b), 11.41(c), 11.41(e), 11.41(f), 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c).

Preparation of consolidated financial statements

The financial statements contain information about Sunderland Limited as an individual company and do not contain

consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies

Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are

included by full consolidation in the consolidated financial statements of its parent, SJD Leisure Holdings Limited, .

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.

Turnover

Turnover includes rental income received, exclusive of value added tax.

Investment property

Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair

value is recognised in profit or loss.

Investment property is carried at fair value determined annually. This requirement is met through a full external

valuation at least every five years and an interim valuation in year three, and a directors' valuation in the intervening

years. No depreciation is provided. Changes in fair value are recognised in the statement of comprehensive income.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income,

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.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2018

2017

£'000

£'000

Rents received

2,000

2,000

2,000

2,000

4.	EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 July 2018 nor for the year ended 31 July 2017.

The average number of employees during the year was as follows:

2018

2017

Directors

4

4

2018

2017

£

£

Directors' remuneration

-

-

5.

TAXATION

Analysis of the tax charge/(credit)

The tax charge/(credit) on the profit for the year was as follows:

2018

2017

£'000

£'000

Current tax:

UK corporation tax

-

(318

)

Deferred tax

82

(1,218

)

Tax on profit

82

(1,536

)

6.	TANGIBLE FIXED ASSETS

Fixtures

and

fittings

£'000

COST

At 1 August 2017

and 31 July 2018

1,789

DEPRECIATION

At 1 August 2017

and 31 July 2018

1,789

NET BOOK VALUE

At 31 July 2018

-

At 31 July 2017

-

7.	FIXED ASSET INVESTMENTS

Unlisted

investments

£'000

COST

At 1 August 2017

86

Additions

152,271

At 31 July 2018

152,357

NET BOOK VALUE

At 31 July 2018

152,357

At 31 July 2017

86

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Sunderland Association Football Club, Limited(The)

Registered office: The Sunderland Stadium of Light, Sunderland, Tyne and Wear, SR5 1SU

Nature of business: Professional football club

%

Class of shares:

holding

Ordinary

100.00

8.	INVESTMENT PROPERTY

Total

£'000

FAIR VALUE

At 1 August 2017

and 31 July 2018

92,775

NET BOOK VALUE

At 31 July 2018

92,775

At 31 July 2017

92,775

Fair value at 31 July 2018 is represented by:

£'000

Valuation in 2014

85,450

Valuation in 2016

7,325

92,775

The Stadium of Light is held as an investment property within the company, and is fair valued through profit and loss. The

31 July 2014 and 31 July 2016 valuations were made by Deloitte Real Estate, on a depreciated replacement cost basis.

The valuation was also in accordance with the RICS Appraisal and Valuation Method.

9.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2018

2017

£'000

£'000

Amounts owed by group undertakings

439

-

10.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2018

2017

£'000

£'000

Amounts owed to group undertakings

-

1,501

Tax

21

21

Other creditors

2

62

Accruals and deferred income

6

5

29

1,589

11.	SECURED DEBTS

As at 31 July 2018 a fixed charge was in place over Black Cat House known as The Stadium of Light. The charge has been

satisfied in full on 25 April 2019.

12.	PROVISIONS FOR LIABILITIES

2018

2017

£'000

£'000

Deferred tax

7,126

7,044

Deferred

tax

£'000

Balance at 1 August 2017

7,044

Movement in year

82

Balance at 31 July 2018

7,126

13.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2018

2017

value:

£'000

£'000

160,828,657

Ordinary

£0.01

1,608

86

152,271,154 Ordinary shares of £0.01 each were allotted and fully paid for cash at par during the year.

14.

RESERVES

Retained

Share

Revaluation

Other

earnings

premium

reserve

reserves

Totals

£'000

£'000

£'000

£'000

£'000

At 1 August 2017

(73,075

)

100,897

55,731

596

84,149

Profit for the year

1,918

1,918

Share issue

-

150,748

-

-

150,748

Transfer

82

-

(82

)

-

-

At 31 July 2018

(71,075

)

251,645

55,649

596

236,815

15.	ULTIMATE PARENT COMPANY

SJD Leisure Holdings Limited is regarded by the directors as being the company's ultimate parent company.

The registered office address is Jamesons House, 6 Compton Way, Witney, Oxon, OX28 3AB.

16.	ULTIMATE CONTROLLING PARTY

The ultimate controlling party is S J Donald.