WEBSTER_ESTATES_LTD - Accounts

The directors present their annual report and financial statements for the year ended 30 September 2021.

The principal activity of the company is the holding of investment properties and acquisition and development of a portfolio of properties for trading.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

During the year RSM UK Audit LLP resigned as auditor and Wilson Wright LLP were appointed in their place. The auditors, Wilson Wright LLP will be proposed for re-appointment in accordance with section 485 of the Companies Act 2006.

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.

David Webster, the founder of Webster Estates Ltd was a keen conservationist who championed ecological preservation, bio-diversity and environmental issues. His descendants, Tom Webster & Nikki Thompson continue to follow the same values in respect of their father’s legacy through the David Webster Charitable Trust which recently planted 40,000 trees in Bedfordshire.

Webster Estates Ltd believes in the same ethos initiated by David Webster, and Nicolas Fuselli who is a keen supporter of green technological initiatives is implementing those same core principles in the day to day running of Webster Estates Ltd. Significant consideration is given to upgrading our property portfolio, and in considering the longer term ecological impact and green energy solutions that are becoming available. Our corporate mission is to explore and embrace innovation that furthers the company’s ecological values.

Nicolas Fuselli states: “We need to embrace the advances in technology that enable us to thrive whilst being kinder and better to the environment that supports us. As such, we actively support initiatives that help reduce our dependence on fossil fuels and which enable us to more harmoniously interact with our environment”. Those initiatives include but are not limited to:

• Encouraging the adoption and use of electric vehicles

• Encouraging the installation of EV charging points

• Installing PV cells and energy storage and management modules on new build property

• Improving the EPC ratings of our current portfolio

• Upgrading of lighting to LED lumminaires with intelligent sensing controls

• Incorporating and promoting the use of open green spaces where feasible

• Encouraging bio-diversity on those green spaces

• Planting of trees where possible and practical

We aim to future proof our property portfolio through innovation which, where possible make use of sustainable materials and provides a higher level of energy efficiency than is required under current legislation. We also look to sympathetically design and improve our property portfolio so that it is appropriate to the surroundings in which it is located.

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

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.

The directors of the company have elected not to include a copy of the income statement 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.

Webster Estates Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Unit 10a, Optima Business Park, Pindar Road, Hoddesdon, EN11 0DY.

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.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover is recognised at the fair value of the consideration received or receivable and is shown net of Value Added Tax. Turnover comprises of rent receivable from investment properties which is recognised on a straight line basis over the period of the lease and proceeds from the sale of trading properties which is recognised on legal completion of the sale.

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

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 and held in a non-distributable fair value reserve.

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Stocks which are properties held for trading which do not meet the definition of investment properties, are stated at lower of cost and estimated selling price less costs to complete and sell. Cost comprises purchase cost and the cost of any subsequent development.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Rental income from properties held as stock is shown as other income in the income statement, net of operating expenditure relating to the properties.

Cash and cash equivalents 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.

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 statement of financial position 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, 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.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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, including trade creditors, other creditors and loans are initially recognised at transaction price and subsequently carried at amortised cost.

For loans, amortised cost is calculated using the effective interest rate method. Under the effective interest method, the interest expense is recognised at the effective interest rate which is the rate that exactly discounts future discounted payments through the expected life of the loan.

For all other financial liabilities, amortised cost is transaction price less amounts settled.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

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.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 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.

For investment properties measured at fair value, deferred tax is measured using the tax rates and allowances that apply to the sale of the property.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss 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 leases asset are consumed.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

In valuing investment properties the directors make estimates and judgements about future rental yields and property specific factors such as the success of planning applications. The carrying value of investment properties at 30 September 2021 was £20,025,001 (2020: £17,465,759) as shown in note 7.

The average monthly number of persons (including directors and officers of the company) employed and appointed by the company during the year was:

Two of the company's investment properties were formally valued as at 15 January 2021 by BNP Paribas on the basis of open market values in accordance with RICS Red Book standards. The directors have used this valuation as the basis for assessing fair value at 30 September 2021. The company's remaining investment properties have been reviewed and revalued as at 30 September 2021 based on a directors' valuation.

The company has an undertaking to repair the roof of one of the properties. While estimating fair value of the relevant property, the directors have held back the estimated repairs cost on the revaluation and therefore further provision on repair costs is not required.

The historical cost of these properties is £9,490,608 (2020: £9,941,135).

Security against land and buildings

The company has pledged land and buildings, having a net book value of £16,700,000 (2020: £15,400,000), to secure its bank loans by way of a fixed charge.

The company has two loans, the first loan of £2.7m has a 5 year term and is secured by fixed charges over certain of the company's investment properties. This loan is interest only with the capital to be repaid on maturity in April 2026.

The second loan of £0.5m also has a 5 year term and is secured by fixed charges over certain of the company's investment properties. The capital element and interest are being paid in monthly instalments over the term of the loan with the final payment due in April 2026.

Both loans accrue interest at 3.78% per annum which is fixed for the term of the loans.

Finance lease payments represent rentals payable by the company for a motor vehicle. The leases include a purchase option at the end of the lease period, and no restrictions are placed on the use of the assets. The term of the lease is 48 months. The lease is on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

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.

Other reserves is made up entirely of a non-distributable fair value reserves relating to the company's investment properties. The reserve represents the cumulative fair value gains on investment properties net of the related deferred tax liability arising on those gains. These amounts are recognised in profit and loss and a transfer is made each year to move the net amount recognised to other reserves.

On disposal of an investment property, the cumulative amount held in other reserves relating to the property is transferred to the profit and loss reserve.

Rent of £407,089 (2020: £376,593) was charged to D W Windsor Limited which is included in turnover. There were no balances due from D W Windsor Limited at the year-end in the current or prior year. D W Windsor Limited was sold to a third party in October 2021 and therefore is no longer a related party at the time of signing these financial statements.

The company was related party by virtue of being controlled by the same group of shareholders.

Accounting and other professional fees of £nil (2020: £14,709) were incurred from Ministar Services Limited in the year.

This company is a related party by virtue of being under the control of a director of Webster Estates Ltd.

Hire & Fire Limited is a tenant in one of the properties in Norfolk and do not pay rent.

Hire & Fire Limited is related party by virtue of being controlled and owned by one of the directors of Webster Estates Ltd.