Boultbee Developments (No.1) Limited Company accounts
Boultbee Developments (No.1) Limited Company accounts
COMPANY REGISTRATION NUMBER:
07889319
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Financial Statements |
Year ended 31st December 2020
Contents |
Page |
Strategic report |
1 |
Directors' report |
3 |
Independent auditor's report to the members |
5 |
Statement of comprehensive income |
9 |
Statement of financial position |
10 |
Statement of changes in equity |
11 |
Statement of cash flows |
12 |
Notes to the financial statements |
13 |
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Strategic Report |
Year ended 31st December 2020
The directors present their strategic report for the year ended 31st December 2019.
Principal activity and business review
The principal activity of the company was the provision of finance to entities engaged in real estate activities. The profit for the year after taxation amounted to £3,076,529 (2019:£2,936,581). Shareholders funds total £107,943,710 (2019:£104,867,181). The performance of the company has produced satisfactory results in accordance with its business plan.
Principal risks and uncertainties
The process of risk acceptance and management is addressed through procedures and internal controls. All policies and decisions are agreed at Board level and are subject to ongoing review. The principal risks from lending money are in respect of repayment. The board carefully considers the covenant of a borrower before agreeing to lend and monitors its financial performance throughout the duration of a loan. It also continually reviews the market in which borrowers are active. The directors consider that the company's exposure to financial risk is low owing to financial strength of those entities to which it has lent. The directors monitor the company's cashflow to ensure that there is sufficient liquidity available to meet foreseeable needs.
Business environment
The company lends to businesses engaged in the UK property market and like many other sectors it will be negatively impacted by the effects of the Covid 19 pandemic.
Strategy and future developments
The company's success depends on the demand for money from those who are engaged in the UK property market and the ability of those who borrow to repay loans with interest. While the company will continue to lend to those presenting a sound business case, it is anticipated that the demand for money in the short term at the very least will be subdued. Whilst such conditions prevail the company will continue to operate its existing loan book that is anticipated to generate further profit.
This report was approved by the board of directors on 30th September 2021 and signed on behalf of the board by:
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Director |
Registered office: |
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Directors' Report |
Year ended 31st December 2020
The directors present their report and the financial statements of the company for the year ended
31 December 2020
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Directors
The directors who served the company during the year were as follows:
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Dividends
Details of dividends paid are shown at note 12 to the financial statements.
Events after the end of the reporting period
Particulars of events after the reporting date are detailed in note 20 to the financial statements.
Directors' responsibilities statement
Auditor
Each of the persons who is a director at the date of approval of this report confirms that:
-
so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.
This report was approved by the board of directors on
30 September 2021
and signed on behalf of the board by:
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Director |
Registered office: |
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Independent Auditor's Report to the Members of
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Year ended 31st December 2020
Opinion
Basis for 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,however,not all future events can be predicted. The Covid-19 viral pandemic is one of the most significant economic events for the UK with unprecedented levels of uncertainty of of outcomes. It is therefore difficult to evaluate all of the potential implications on the company's business , customers, suppliers and the wider economy. The Director's view on the impact of Covid-19 is disclosed within the accounting policies note to the financial statements.
Other information
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit, the information given in the Strategic Report and the Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements, and has been prepared in accordance with applicable legal requirements. In the light of the knowledge and understanding of the company and its environment, we have not identified any material misstatements in the Strategic Report or the Director's Report.
Matters on which we are required to report by exception
Responsibilities of directors
Auditor's responsibilities for the audit of the financial statements
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 an auditor's report 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.
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(Senior Statutory Auditor) |
For and on behalf of |
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Chartered Accountants & Statutory Auditor |
New Derwent House |
69-73 Theobalds Road |
London |
WC1X 8TA |
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Statement of Comprehensive Income |
Year ended 31st December 2020
2020 |
2019 |
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Note |
£ |
£ |
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Turnover |
4 |
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Staff costs |
6 |
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Other operating expenses |
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------------ |
------------ |
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Operating profit |
5 |
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Loss/(gain) from changes in fair values investments |
8 |
(
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(
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Other interest receivable and similar income |
9 |
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Interest payable and similar expenses |
10 |
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Profit before taxation |
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Tax on profit |
11 |
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Profit for the financial year and total comprehensive income |
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All the activities of the company are from continuing operations.
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Statement of Financial Position |
2020 |
2019 |
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Note |
£ |
£ |
Fixed assets
Investments |
13 |
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Current assets
Debtors |
14 |
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Cash at bank and in hand |
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--------------- |
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Creditors: amounts falling due within one year |
15 |
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Net current assets |
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Total assets less current liabilities |
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Net assets |
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Capital and reserves
Called up share capital |
17 |
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Profit and loss account |
18 |
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Shareholders funds |
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These financial statements were approved by the
board of directors
and authorised for issue on
30 September 2021
, and are signed on behalf of the board by:
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Director |
Company registration number:
07889319
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Statement of Changes in Equity |
Year ended 31st December 2020
Called up share capital |
Profit and loss account |
Total |
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£ |
£ |
£ |
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At 1st January 2019 |
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Profit for the year |
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--------- |
-------------- |
-------------- |
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Total comprehensive income for the year |
– |
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Dividends paid and payable |
12 |
– |
(
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(
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--------- |
-------------- |
-------------- |
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Total investments by and distributions to owners |
– |
(
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(
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At 31st December 2019 |
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Profit for the year |
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--------- |
-------------- |
-------------- |
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Total comprehensive income for the year |
– |
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--------- |
-------------- |
-------------- |
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At 31st December 2020 |
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Statement of Cash Flows |
Year ended 31st December 2020
2020 |
2019 |
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£ |
£ |
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Cash flows from operating activities
Profit for the financial year |
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Adjustments for: |
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Loss/(gain) from changes in fair values investments |
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Other interest receivable and similar income |
(
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(
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Interest payable and similar expenses |
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Tax on profit |
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Changes in: |
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Trade and other debtors |
(
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(
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Trade and other creditors |
(
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(
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------------- |
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Cash generated from operations |
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(
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Interest paid |
(
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(
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Interest received |
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Tax paid |
(
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(
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--------- |
------------- |
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Net cash from/(used in) operating activities |
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(
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--------- |
------------- |
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Cash flows from financing activities
Proceeds from borrowings |
– |
(
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Proceeds from loans from group undertakings |
– |
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Dividends paid |
– |
(
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--------- |
------------- |
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Net cash used in financing activities |
– |
(
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Net increase/(decrease) in cash and cash equivalents |
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(
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Cash and cash equivalents at beginning of year |
8,315,076 |
35,964,670 |
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Cash and cash equivalents at end of year |
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Notes to the Financial Statements |
Year ended 31st December 2020
1.
General information
The company is a private company limited by shares, registered in England and Wales. The address of the registered office is Broadway House, 32-35 Broad Street, Hereford, HR4 9AR.
2.
Statement of compliance
3.
Accounting policies
Basis of preparation
Going concern
Consolidation
Judgements and key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In particular, due regard is paid to the recoverability of loans included within debtors. The directors review such recoverability by reference to ongoing compliance with the terms of the loans and underlying performance of the borrowers and the anticipated realisable value of their assets.
Revenue recognition
Income tax
Investments
Fixed asset investments are initially recorded at cost and subsequently stated at fair value.
Financial instruments
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Debt instruments are subsequently measured at amortised cost. Investments are initially recognised at cost and thereafter at fair value. Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.
4.
Turnover
Turnover arises from:
2020 |
2019 |
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£ |
£ |
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Rendering of services |
– |
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Interest receivable |
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The whole of the turnover is attributable to the principal activity of the company wholly undertaken in the United Kingdom.
5.
Operating profit
Operating profit or loss is stated after charging:
2020 |
2019 |
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£ |
£ |
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Fees payable for the audit of the financial statements |
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------- |
------- |
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6.
Staff costs
The average number of persons employed by the company during the year, including the directors, amounted to:
2020 |
2019 |
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No. |
No. |
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Management |
2 |
2 |
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The aggregate payroll costs incurred during the year, relating to the above, were:
2020 |
2019 |
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£ |
£ |
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Wages and salaries |
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Social security costs |
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Other pension costs |
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--------- |
--------- |
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--------- |
--------- |
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7.
Directors' remuneration
The directors' aggregate remuneration in respect of qualifying services was:
2020 |
2019 |
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£ |
£ |
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Remuneration |
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Company contributions to defined contribution pension plans |
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--------- |
--------- |
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--------- |
--------- |
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The number of directors who accrued benefits under company pension plans was as follows:
2020 |
2019 |
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No. |
No. |
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Defined contribution plans |
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---- |
---- |
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8.
Loss/(gain) from changes in fair values investments
2020 |
2019 |
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£ |
£ |
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Fixed asset investments |
(41,829) |
(48,401) |
-------- |
-------- |
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9.
Other interest receivable and similar income
2020 |
2019 |
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£ |
£ |
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Interest on bank deposits |
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Gains on foreign currency exchange |
6,160 |
27,300 |
-------- |
--------- |
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-------- |
--------- |
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10.
Interest payable and similar expenses
2020 |
2019 |
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£ |
£ |
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Interest late paid tax |
3,966 |
1,635 |
------- |
------- |
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11.
Tax on profit
Major components of tax expense
2020 |
2019 |
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£ |
£ |
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Current tax:
UK current tax expense |
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Adjustments in respect of prior periods |
(
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--------- |
--------- |
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Total current tax |
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--------- |
--------- |
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--------- |
--------- |
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Tax on profit |
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--------- |
--------- |
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Reconciliation of tax expense
The tax assessed on the profit on ordinary activities for the year is higher than (2019: higher than) the
standard rate of corporation tax in the UK
of
19
% (2019:
19
%).
2020 |
2019 |
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£ |
£ |
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Profit on ordinary activities before taxation |
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------------ |
------------ |
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Profit on ordinary activities by rate of tax |
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Adjustment to tax charge in respect of prior periods |
(
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Effect of expenses not deductible for tax purposes |
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------------ |
------------ |
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Tax on profit |
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------------ |
------------ |
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12.
Dividends
2020 |
2019 |
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£ |
£ |
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Dividends paid during the year (excluding those for which a liability existed at the end of the prior year ) |
– |
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---- |
-------- |
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13.
Investments
Shares & interests in group undertakings |
|
£ |
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Valuation |
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At 1st January 2020 |
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Revaluations |
(
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------------ |
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At 31st December 2020 |
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------------ |
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Impairment |
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At 1st January 2020 and 31st December 2020 |
– |
------------ |
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Carrying amount |
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At 31st December 2020 |
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------------ |
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At 31st December 2019 |
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Investments held at valuation
Fixed asset investments were valued at fair value at the year end by the directors. L.Roberts is a member of the Institute of Chartered Accountants England and Wales and C.E.Boultbee Brooks is a member of The Royal Institute of Chartered Surveyors. The investments were valued by the directors based upon their estimate of the realisable value of assets owned by the entities in which the company had an investment.
In respect of investments held at valuation, the aggregate cost, depreciation and comparable carrying amount that would have been recognised if the assets had been carried under the historical cost model are as follows:
Shares & interests in group undertakings |
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£ |
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At 31st December 2020 |
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Aggregate cost |
98 |
Aggregate depreciation |
– |
---- |
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Carrying value |
98 |
---- |
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At 31st December 2019 |
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Aggregate cost |
98 |
Aggregate depreciation |
– |
---- |
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Carrying value |
98 |
---- |
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Subsidiaries, associates and other investments
Class of share |
Percentage of shares held |
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Subsidiary undertakings |
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Ordinary |
98.06 |
The results and capital and reserves for the year are as follows:
Capital and reserves |
Profit/(loss) for the year |
|||
2020 |
2019 |
2020 |
2019 |
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£ |
£ |
£ |
£ |
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Subsidiary undertakings |
||||
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2,373,066 |
2,415,711 |
(
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(49,359) |
------------ |
------------ |
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-------- |
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14.
Debtors
2020 |
2019 |
|
£ |
£ |
|
Prepayments and accrued income |
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Other debtors |
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------------- |
------------- |
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The debtors above include the following amounts falling due after more than one year:
2020 |
2019 |
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£ |
£ |
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Other debtors |
87,584,661 |
74,102,083 |
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15.
Creditors:
amounts falling due within one year
2020 |
2019 |
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£ |
£ |
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Amounts owed to group undertakings |
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Accruals and deferred income |
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Corporation tax |
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Social security and other taxes |
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Director loan accounts |
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Other creditors |
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------------ |
------------ |
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------------ |
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16.
Financial instruments
The carrying amount for each category of financial instrument is as follows:
2020 |
2019 |
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£ |
£ |
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Financial assets that are debt instruments measured at amortised cost
Financial assets that are debt instruments measured at amortised cost |
99,728,359 |
97,222,110 |
------------- |
------------- |
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Financial liabilities measured at amortised cost
Financial liabilities measured at amortised cost |
2,402,200 |
2,899,472 |
------------ |
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Financial assets measured at amortised cost comprise loans to related and other parties. Financial liabilities measured at amortised cost comprise loans to related parties that are repayable on demand.
17.
Called up share capital
Issued, called up and fully paid
2020 |
2019 |
|||
No. |
£ |
No. |
£ |
|
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101,000 |
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101,000 |
------------- |
--------- |
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--------- |
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18.
Reserves
The profit and loss account reserve includes accumulated retained profits and losses.
19.
Analysis of changes in net debt
At 1 Jan 2020 |
Cash flows |
At 31 Dec 2020 |
|
£ |
£ |
£ |
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Cash at bank and in hand |
|
499,847 |
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Debt due within one year |
(2,899,458) |
497,273 |
(2,402,185) |
------------ |
--------- |
------------ |
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--------- |
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20.
Events after the end of the reporting period
After the year end the company was party to a reorganisation and it's shares were transferred to a parent company; Boultbee Developments Holdings Limited. As part of the reorganisation a dividend of £54,129,345 was made in specie and certain assets and liabilities were transferred to the parent company. The company changed it's name from Boultbee Finance Limited to Boultbee Developments (NO.1) Limited on 7th September 2021.
21.
Directors' advances, credits and guarantees
During the year the directors entered into the following advances and credits with the company:
2020 |
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Balance brought forward |
Advances/ (credits) to the directors |
Amounts repaid |
Balance outstanding |
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£ |
£ |
£ |
£ |
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(
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(
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(
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--------- |
------------ |
--------- |
-------- |
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2019 |
|||||
Balance brought forward |
Advances/ (credits) to the directors |
Amounts repaid |
Balance outstanding |
||
£ |
£ |
£ |
£ |
||
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(
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(
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(
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------------ |
------- |
------------ |
--------- |
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Notes to the Financial Statements (continued) |
Year ended 31st December 2020
22.
Related party transactions
During the year the company entered into the following transactions with related parties:
Transaction value |
Balance owed by/(owed to) |
|||
2020 |
2019 |
2020 |
2019 |
|
£ |
£ |
£ |
£ |
|
Boultbee Estates Limited |
(1,368,615) |
16,103,591 |
26,391,795 |
27,760,410 |
Boultbee Trading Company Limited |
– |
(724,634) |
– |
– |
Boultbee Brooks (Orsman) Limited |
– |
(13,738,307) |
– |
– |
Boultbee Brooks (79 Mosley Street) Limited |
731,063 |
1,190,920 |
8,616,503 |
7,885,440 |
Boultbee Brooks (67-75 Moseley Street) Limited |
25,000 |
347,974 |
3,818,530 |
3,793,530 |
Boultbee Finance (Shelf 1) Limited |
– |
(804,205) |
(
2,376,357) |
(
2,376,357) |
Boultbee Properties Limited |
(3,222,164) |
8,997,310 |
8,781,575 |
12,003,739 |
Retail Growth LLP |
– |
2,981,827 |
– |
– |
Boultbee Brooks (Greyfriars) Limited |
889,280 |
1,835,215 |
7,167,492 |
6,278,212 |
L.F.Boultbee Brooks |
– |
– |
890,670 |
890,670 |
Boultbee Estates (No.1) Limited |
4,599,197 |
3,753,570 |
30,444,467 |
25,845,270 |
Boultbee Brooks (Ambrose Street) LLP |
88,841 |
(376,018) |
2,263,377 |
2,174,536 |
Boultbee Brooks (Richmond) Limited |
957,085 |
6,960,674 |
7,917,759 |
6,960,674 |
Boultbee Brooks (Goswell Road) Limited |
164,624 |
3,125,360 |
3,379,984 |
3,215,360 |
------------ |
------------- |
------------- |
------------- |
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Transaction values referred to above represent net payments and receipts and where appropriate capitalised interest. Interest was charged on loans due to the company at rates between 3-5% per annum. The total amount of interest received included within turnover was £4,017,428 (2019:£3,650,715). The director C.E.Boultbee Brooks was interested in the above mentioned entities.
23.
Controlling party
The ultimate controlling party was C.E.Boultbee-Brooks and his family.