REGISTERED NUMBER: |
REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 JUNE 2023 |
FOR |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED |
REGISTERED NUMBER: |
REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 JUNE 2023 |
FOR |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 JUNE 2023 |
Page |
Company Information | 1 |
Report of the Directors | 2 |
Report of the Independent Auditors | 4 |
Statement of Comprehensive Income | 7 |
Balance Sheet | 8 |
Statement of Changes in Equity | 9 |
Notes to the Financial Statements | 10 |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 30 JUNE 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
Statutory Auditors |
Appledram Barns |
Birdham Road |
Chichester |
West Sussex |
PO20 7EQ |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 30 JUNE 2023 |
The directors present their report with the financial statements of the company for the year ended 30 June 2023. |
PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of property management. The company owned the Twickenham Stoop Stadium and rented the property to Harlequin Football Club Limited for the whole year. |
DIVIDENDS |
There were no dividend distributions during the year or the previous year. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 July 2022 to the date of this report. |
DIRECTORS' RESPONSIBILITIES STATEMENT |
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. |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 30 JUNE 2023 |
AUDITORS |
The auditors, Lewis Brownlee (Chichester) Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
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 |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED |
Opinion |
We have audited the financial statements of Harlequin Estates (Twickenham) Limited (the 'company') for the year ended 30 June 2023 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 30 June 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. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. 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. |
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 course of 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 |
HARLEQUIN ESTATES (TWICKENHAM) 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 take advantage of the small companies' exemption from the requirement to prepare a Strategic Report. |
Responsibilities of directors |
As explained more fully in the Directors' Responsibilities Statement 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. |
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: |
- | the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; |
- | we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the sector; |
- | we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including legislation such as the Companies Act 2006, and taxation legislation; |
- | we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and |
- | identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. |
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: |
- | making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and |
- | considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED |
To address the risk of fraud through management bias and override of controls, we: |
- | performed analytical procedures to identify any unusual or unexpected relationships; |
- | tested journal entries to identify unusual transactions; |
- | assessed whether judgements and assumptions made in determining the accounting estimates set out in the accounting policies were indicative of potential bias; and |
- | investigated the rationale behind significant or unusual transactions. |
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
- | agreeing financial statement disclosures to underlying supporting documentation; |
- | reading the minutes of meetings of those charged with governance; |
- | enquiring of management as to actual and potential litigation and claims; and |
- | reviewing correspondence with HMRC, relevant regulators and the company’s legal advisors, where applicable. |
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. |
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 |
Chartered Accountants |
Statutory Auditors |
Appledram Barns |
Birdham Road |
Chichester |
West Sussex |
PO20 7EQ |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
STATEMENT OF COMPREHENSIVE |
INCOME |
FOR THE YEAR ENDED 30 JUNE 2023 |
2023 | 2022 |
Notes | £ | £ |
TURNOVER | 3 |
Administrative expenses |
OPERATING LOSS | 5 | ( |
) | ( |
) |
Interest receivable and similar income |
(709,498 | ) | (293,284 | ) |
Interest payable and similar expenses | 6 |
LOSS BEFORE TAXATION | ( |
) | ( |
) |
Tax on loss | 7 | ( |
) | ( |
) |
LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE LOSS FOR THE YEAR |
( |
) |
( |
) |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
BALANCE SHEET |
30 JUNE 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 8 |
Investment property | 9 |
CURRENT ASSETS |
Debtors | 10 |
CREDITORS |
Amounts falling due within one year | 11 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
12 |
( |
) |
( |
) |
PROVISIONS FOR LIABILITIES | 14 | ( |
) |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 15 |
Revaluation reserve | 16 |
Retained earnings | 16 | ( |
) | ( |
) |
SHAREHOLDER FUNDS |
The financial statements were approved by the Board of Directors and authorised for issue on |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 30 JUNE 2023 |
Called up |
share | Retained | Revaluation | Total |
capital | earnings | reserve | equity |
£ | £ | £ | £ |
Balance at 1 July 2021 | ( |
) |
Changes in equity |
Total comprehensive loss | - | ( |
) | ( |
) | ( |
) |
Balance at 30 June 2022 | ( |
) |
Changes in equity |
Total comprehensive loss | - | ( |
) | ( |
) |
Balance at 30 June 2023 | ( |
) |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 JUNE 2023 |
1. | STATUTORY INFORMATION |
Harlequin Estates (Twickenham) Limited is a |
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 are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest pound. |
The financial statements have been prepared on the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below. |
Harlequin Estates (Twickenham) Limited is a wholly owned subsidiary of Harlequin FC Holdings Limited and the results of Harlequin Estates (Twickenham) Limited are included in the consolidated financial statements of Harlequin FC Holdings Limited which are available from Twickenham Stoop Stadium, Langhorn Drive, Twickenham, Middlesex, United Kingdom, TW2 7SX. |
Going concern |
At the year end the company had net assets of £8,773,296 (2022: £9,374,320) which includes loans of £23,388,048 (2022: £22,380,907) from other group companies. |
The other group companies also place reliance on support from the group's principal shareholder which has confirmed that at the year end, loans due to it were not due for repayment until at least 31 December 2024. The group overall has net current liabilities and net liabilities of which includes a loan of £44,841,264 (2022: £40,184,684) due to Blue Sky Holdings Limited. |
Blue Sky Holdings Limited has confirmed that it intends to provide financial support to enable the group to meet its liabilities as and when they fall due until at least 31 December 2024. The directors believe that Blue Sky Holdings Limited has adequate resources to continue to provide a sufficient level of support and based on this, the provision of a letter of support and current and previous actual provision of support, therefore consider it appropriate to prepare financial statements on the going concern basis. The financial statements do not include any adjustment that would result if the going concern assumption was found to be inappropriate. |
At the time of approving the financial statements, the directors have 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. |
Financial Reporting Standard 102 - reduced disclosure exemptions |
The company has taken advantage of the following disclosure exemption 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. |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
2. | ACCOUNTING POLICIES - continued |
Significant judgements and estimates |
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. |
Critical judgements |
The following judgements have had the most significant effect on the amounts recognised in the financial statements: |
A) Valuation of stadium |
The value of the stadium is made by the directors on the basis of a valuation from Vail Williams. The directors have assumed that all fixed assets physically connected to the stadium form part of that valuation. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Tangible fixed assets |
Freehold property | - |
Plant and machinery | - |
Fixtures and fittings | - |
Assets under construction are not depreciated until they are brought into use. |
Freehold land is not depreciated. |
Impairment of fixed assets |
At each reporting end date, the company reviews the carrying amounts of its tangible and intangible 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. |
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. |
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in the profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease. |
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in the profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease. |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
2. | ACCOUNTING POLICIES - continued |
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. |
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. |
Leasing commitments |
Assets that are held by company under leases which transfer to the company substantially all the risks and rewards of ownership are classified as being held under finance leases. Leases which do not transfer substantially all the risks and rewards of ownership to the company are classified as operating leases. |
Assets held under finance leases are initially recognised as assets of the company at their fair value at the inception of the lease or, if lower, at the present value of the minimum lease payments. The corresponding liability to the lessor is included in the statement of financial position as a finance lease obligation. Lease payments are apportioned between finance expenses and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance expenses are recognised immediately in profit or loss. |
Rentals payable under operating leases, including any lease incentives received, are charged to the profit and 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 lease asset are consumed. |
Financial instruments |
The company has elected to apply the provisions of section 11 'Basic Financial Instruments' and section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments. |
Financial instruments are recognised in the company's statement of financial position when the company becomes a party to the contractual provisions of the instrument. |
Financial instruments and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. |
Basic financial assets |
Basic financial assets, which include trade and other receivables 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 rate method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of future receipts discounted at a market rate of interest. |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
2. | ACCOUNTING POLICIES - continued |
Impairment of financial instruments |
Financial assets, other than those held at fair value through the 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 estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in the 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 the profit or loss. |
Derecognition of financial assets |
Financial assets are derecognised only when the contractual rights to the cash flow 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. |
Classification of financial liabilities |
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. |
Basic financial liabilities, including trade and other payables, bank loans, loans from fellow group companies and preference shares 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 payments discounted at a market rate of interest. |
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
Derecognition of financial liabilities |
Financial liabilities are derecognised when the company's contractual obligations expire or are discharged or cancelled. |
Equity instruments |
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company. |
3. | TURNOVER |
The turnover and loss before taxation are attributable to the one principal activity of the company. |
4. | EMPLOYEES AND DIRECTORS |
There were no staff costs or directors' remuneration for the year ended 30 June 2023 nor for the period ended 30 June 2022. |
The average number of employees and directors during the year ended 30 June 2023 was 4 (2022: 4). |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
5. | OPERATING LOSS |
The operating loss is stated after charging: |
2023 | 2022 |
£ | £ |
Depreciation - owned assets |
Depreciation - assets on finance leases |
Loss on disposal of fixed assets |
Auditors' remuneration |
6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2023 | 2022 |
£ | £ |
Other interest payable |
Finance lease interest |
7. | TAXATION |
Analysis of the tax credit |
The tax credit on the loss for the year was as follows: |
2023 | 2022 |
£ | £ |
Deferred tax | ( |
) | ( |
) |
Tax on loss | ( |
) | ( |
) |
UK corporation tax has been charged at 25% (2022 - 19%). |
Reconciliation of total tax credit included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
2023 | 2022 |
£ | £ |
Loss before tax | ( |
) | ( |
) |
Loss multiplied by the standard rate of corporation tax in the UK of (2022 - |
( |
) |
( |
) |
Effects of: |
Change in deferred tax recognition | ( |
) |
Change to deferred tax provision rate | - | ( |
) |
Total tax credit | (1,152,684 | ) | (215,248 | ) |
No deferred tax asset has been recognised on tax losses carried forward because, at present, it is not certain there will be future taxable profit from which reversal of underlying losses can be deducted. |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
8. | TANGIBLE FIXED ASSETS |
Assets | Fixtures |
Freehold | under | Plant and | and |
property | construction | machinery | fittings | Totals |
£ | £ | £ | £ | £ |
COST |
At 1 July 2022 |
Additions |
Disposals | ( |
) | ( |
) |
Reclassification/transfer | ( |
) |
At 30 June 2023 |
DEPRECIATION |
At 1 July 2022 |
Charge for year |
Eliminated on disposal | ( |
) | ( |
) |
At 30 June 2023 |
NET BOOK VALUE |
At 30 June 2023 |
At 30 June 2022 |
On 30 June 2017 the land and buildings were valued by external agents, Vail Williams, on the basis of depreciated replacement cost in accordance with the appraisal and valuation manual of the Royal Institute of Chartered Surveyors, at £39,000,000. This valuation encompasses the land and buildings, investment property and certain fixtures and fittings and plant and machinery. It also includes assets of £352,716 held by the fellow subsidiary Harlequin Football Club Ltd. The agents consider that the property falls under the definition of "specialised" and accordingly consider that depreciated replacement cost is an appropriate method of valuation. The cost of land and buildings includes £343,611 (2022: £343,611) of finance costs capitalised during the development of the West Stand. |
The value of land and buildings includes land with a value of £10,500,000 (2022: £10,500,000) which is not depreciated. |
The original cost of the revalued assets amounts to £21,766,368 (2022: £19,541,972). |
Fixed assets, included in the above, which are held under finance leases are as follows: |
Freehold |
property |
£ |
COST |
At 1 July 2022 |
and 30 June 2023 |
DEPRECIATION |
At 1 July 2022 |
Charge for year |
At 30 June 2023 |
NET BOOK VALUE |
At 30 June 2023 |
At 30 June 2022 |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
9. | INVESTMENT PROPERTY |
Total |
£ |
FAIR VALUE |
At 1 July 2022 |
and 30 June 2023 |
NET BOOK VALUE |
At 30 June 2023 |
At 30 June 2022 |
10. | DEBTORS |
2023 | 2022 |
£ | £ |
Amounts falling due within one year: |
Prepayments and accrued income |
Amounts falling due after more than one year: |
Amounts owed by group undertakings |
Aggregate amounts |
Amounts owed by group undertakings relate to fellow subsidiary, Harlequin Football Club Limited, have a 4.5% interest rate and are repayable after 366 days rolling forward. |
11. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
£ | £ |
Finance leases (see note 13) |
Accruals and deferred income |
12. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
2023 | 2022 |
£ | £ |
Finance leases (see note 13) |
Amounts owed to group undertakings |
Amounts owed to group undertakings relate to the immediate parent company, Harlequin FC Holdings Limited, have a 4.5% interest rate and are repayable after 366 days rolling forward. |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
13. | LEASING AGREEMENTS |
Minimum lease payments under finance leases fall due as follows: |
Finance leases |
2023 | 2022 |
£ | £ |
Net obligations repayable: |
Within one year |
Between one and five years |
Finance lease payments represent rentals payable by the company for certain items of land and buildings and plant and machinery. No restrictions are placed on the use of the assets. The total lease term is 5 years. No arrangements have been entered into for contingent rental payments. Finance leases are secured on the related assets. |
14. | PROVISIONS FOR LIABILITIES |
2023 | 2022 |
£ | £ |
Deferred tax | - | 1,152,684 |
Deferred tax |
£ |
Balance at 1 July 2022 |
Credit to Statement of Comprehensive Income during year | ( |
) |
Balance at 30 June 2023 |
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 the financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end at that are expected to apply to the reversal of the timing difference. The tax rate used for this purpose is 25% (2022: 25%). |
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. |
No deferred tax asset has been recognised on tax losses carried forward because, at present, it is not certain there will be future taxable profit from which reversal of underlying losses can be deducted. |
No deferred tax liability has been recognised for the chargeable gain that would arise if the company were to sell all freehold land and buildings and investment properties at carrying value. It is expected that the tax losses carried forward by the company would be sufficient to cover the chargeable gain and that no tax would be payable. |
15. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | £1 | 3 | 3 |
HARLEQUIN ESTATES (TWICKENHAM) LIMITED (REGISTERED NUMBER: 01002965) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2023 |
16. | RESERVES |
Retained | Revaluation |
earnings | reserve | Totals |
£ | £ | £ |
At 1 July 2022 | ( |
) | 9,374,317 |
Deficit for the year | ( |
) | - | ( |
) |
Transfer | (1,152,684 | ) | 1,152,684 | - |
At 30 June 2023 | ( |
) | 8,773,293 |
17. | CAPITAL COMMITMENTS |
2023 | 2022 |
£ | £ |
Contracted but not provided for in the |
financial statements |
18. | RELATED PARTY DISCLOSURES |
The company has taken advantage of the exemption available in section 33 of FRS 102 whereby it has not disclosed transactions with the ultimate parent company or any wholly owned subsidiary undertaking of the group on the grounds that Harlequin FC Holdings Limited publishes consolidated financial statements. |
Harlequin Football Club Limited |
98% subsidiary of the immediate parent entity |
Rental income of £500,000 (2022: £500,000) was received relating to use by Harlequin Football Club Limited of the stadium owned by Harlequin Estates (Twickenham) Limited. |
Management charges of £75,000 (2022: £75,000) were paid relating to management of the stadium by Harlequin Football Club Limited. |
At the year end, £1,018,058 (2022: £2,605,281) was owed by Harlequin Football Club Limited bearing interest at 4.5% and with a term of 366 days rolling forward. |
19. | ULTIMATE CONTROLLING PARTY |
The ultimate controlling party is the board of directors of Somers Isles Private Trust Company Ltd. |
The ultimate parent company of Harlequin Estates (Twickenham) Limited is Prime Life Common Fund Limited, a company domiciled in Bermuda. |
The results of Harlequin Estates (Twickenham) Limited are consolidated into their immediate parent, Harlequin FC Holdings Limited, a company registered and domiciled in England and Wales. Group accounts are available from Harlequin FC Holdings Limited, Twickenham Stoop Stadium, Langhorn Drive, Twickenham, Middlesex, TW2 7SX. |