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09023469
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REGISTERED NUMBER:
09023469
(England and Wales)
|
AUDITED FINANCIAL STATEMENTS FOR THE PERIOD 1 AUGUST 2015 TO 30 JUNE 2016
|
MARLBOROUGH PROPERTY (DIGBETH) LIMITED
|
Directors' Responsibilities Statement
|
3
|
|
Independent Auditors' Report
|
4
|
|
Statement of Changes in Equity
|
8
|
|
Notes to the Financial Statements
|
9
|
|
Reconciliation of Equity
|
12
|
|
Reconciliation of Loss
|
14
|
|
|
REGISTERED OFFICE:
|
Two Marlborough Court
|
|
REGISTERED NUMBER:
|
09023469 (England and Wales)
|
|
INDEPENDENT AUDITORS
:
|
KPMG LLP
|
|
Statutory Auditor, Chartered Accountants |
The directors present their report with the financial statements of the company for the period 1 August 2015 to 30 June 2016. |
The principal activity of the company during the period was that of commercial property
|
The directors do not recommend the payment of a dividend (2015: £nil).
|
The directors shown below have held office during the whole of the period from 1 August 2015 to
|
Other changes in directors holding office are as follows:
|
I Martin - resigned 8 March 2016
|
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 ought to have taken as a director in order to make himself aware of any
|
relevant audit information and to establish that the company's auditors are aware of that
|
The directors are responsible for preparing the Directors' 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 they have elected to prepare the financial statements in accordance with applicable law
|
and Section 1A of FRS 102 The Financial Reporting Standard applicable in the UK and Republic of
|
Ireland (UK Generally Accepted Accounting Practice applicable to Smaller Entities.
|
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
|
- select suitable accounting policies and then apply them consistently;
|
- make judgements and estimates that are reasonable and prudent Paragraph 13 of Part II of
|
Schedule 1 to the Companies Act 2006 The Small Companies and Groups (Accounts and Reports)
|
Regulations 2008 (SI 2008 No. 409) require that the amount of any item "must be determined on a
|
- prepare the financial statements on the going concern basis unless it is inappropriate to presume
|
that the company will continue in business. Included where no separate statement on going
|
concern is made by the directors.
|
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 have general responsibility for taking such steps as are
|
reasonably open to them to safeguard the assets of the company and to prevent and detect fraud
|
and other irregularities.
|
We have audited the financial statements of Marlborough Property (Digbeth) Limited for the period
|
ended 30 June 2016 set out on pages six to fourteen. The financial reporting framework that has
|
been applied in their preparation is applicable law and Section 1A of FRS 102 The Financial
|
Reporting Standard applicable in the UK and Republic of Ireland (UK Generally Accepted
|
Accounting Practice applicable to Smaller Entities).
|
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.
|
Respective responsibilities of directors and auditor
|
As explained more fully in the Directors' Responsibilities Statement set out on page three, the
|
directors are responsible for the preparation of the financial statements and for being satisfied that
|
they give a true and fair view. Our responsibility is to audit, and express an opinion on, the
|
financial statements in accordance with applicable law and International Standards on Auditing (UK
|
and Ireland). Those standards require us to comply with the Auditing Practices Board's Ethical
|
Scope of the audit of the financial statements
|
A description of the scope of an audit of financial statements is provided on the Financial Reporting
|
Council's website at www.frc.org.uk/auditscopeukprivate.
|
Opinion on financial statements
|
In our opinion the financial statements:
|
- give a true and fair view of the state of the company's affairs as at 30 June 2016 and of its profit
|
for the period then ended;
|
- have been properly prepared in accordance with UK Generally Accepted Accounting Practice
|
applicable to Smaller Entities; and
|
- have been prepared in accordance with the requirements of the Companies Act 2006.
|
Opinion on other matters prescribed by the Companies Act 2006
|
Based solely on the work required to be undertaken in the course of the audit of the financial
|
statements and from reading the Directors' report:
|
- we have not identified material misstatements in that report; and.
|
- in our opinion, that report has been prepared in accordance with the Companies Act 2006.
|
Matters on which we are required to report by exception
|
We have nothing to report in respect of the following matters where the Companies Act 2006
|
requires us to report to you if, in our opinion:
|
- adequate accounting records have not been kept, or returns adequate for our audit have not
|
been received from branches not visited by us; or
|
- the financial statements are not in agreement with the accounting records and returns; or
|
- certain disclosures of directors' remuneration specified by law are not made; or
|
- we have not received all the information and explanations we require for our audit; or
|
- the directors were not entitled to prepare the financial statements in accordance with the small
|
companies regime, take advantages of the small companies exemption in preparing the directors'
|
report and take advantage of the small companies exemption from the requirement to prepare a
|
Ian Borley (Senior Statutory Auditor)
|
for and on behalf of
KPMG LLP |
Statutory Auditor, Chartered Accountants |
Cost of sales
|
(1,081
|
) |
(215,940
|
) |
|
GROSS PROFIT/(LOSS)
|
19,220
|
|
(136,468
|
) |
|
Administrative expenses
|
(5,064
|
) |
(19,917
|
) |
|
OPERATING PROFIT/(LOSS)
|
14,156
|
|
(156,385
|
) |
|
Profit on sale of investment
|
Interest receivable and similar
income
|
4
|
-
|
|
89
|
|
|
PROFIT/(LOSS) BEFORE TAXATION
|
2,764,173
|
|
(156,296
|
) |
|
Tax on profit/(loss)
|
(514,154
|
) |
-
|
|
|
PROFIT/(LOSS) FOR THE
FINANCIAL PERIOD
|
2,250,019
|
|
(156,296
|
) |
|
Investment property
|
6
|
-
|
|
4,854,584
|
|
|
Debtors: amounts falling due within
one year
|
7
|
4
|
|
13,917
|
|
|
Cash at bank
|
3,819
|
|
43,532
|
|
|
Amounts falling due within one year
|
8
|
-
|
|
(5,068,229
|
) |
|
NET CURRENT ASSETS/(LIABILITIES)
|
3,823
|
|
(5,010,780
|
) |
|
TOTAL ASSETS LESS CURRENT
LIABILITIES
|
3,823
|
|
(156,196
|
) |
|
Called up share capital
|
100
|
|
100
|
|
|
Retained earnings
|
3,723
|
|
(156,296
|
) |
|
SHAREHOLDERS' FUNDS
|
3,823
|
|
(156,196
|
) |
|
The financial statements have been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies. |
The financial statements were approved by the Board of Directors on
21 December 2016 and were
signed on its behalf by:
|
Balance at 2 May 2014
|
100
|
|
-
|
|
100
|
|
|
Total comprehensive income
|
-
|
|
(156,296
|
) |
(156,296
|
) |
|
Balance at 31 July 2015
|
100
|
|
(156,296
|
) |
(156,196
|
) |
|
Dividends
|
-
|
|
(2,090,000
|
) |
(2,090,000
|
) |
|
Total comprehensive income
|
-
|
|
2,250,019
|
|
2,250,019
|
|
|
Balance at 30 June 2016
|
100
|
|
3,723
|
|
3,823
|
|
|
|
Marlborough Property (Digbeth) Limited is a
private company, limited by shares , registered
|
|
in England and Wales. The company's registered number and registered office address can
|
|
be found on the Company Information page.
|
|
Basis of preparing the financial statements
|
|
These financial statements were prepared in accordance with applicable United Kingdom
|
|
accounting standards, including Financial Reporting Standard 102 The Financial Reporting
|
|
Standard applicable in the UK and Republic of Ireland ("FRS 102") as issued in August
|
|
2014, and with the Companies Act 2006 (as applicable to companies subject to the small
|
|
companies' regime). The changes to FRS 102 issued in September 2015 effective for
|
|
periods beginning on or after 1 January 2016 have been early adopted and therefore, as a
|
|
small company the financial statements have been prepared under section 1A the small
|
|
entities regime of FRS 102.
|
|
Turnover is measured at the fair value of the consideration received or receivable, excluding
|
|
discounts, rebates, value added tax and other sales taxes.
|
|
Deferred tax is recognised in respect of all timing differences that have originated but not
|
|
reversed at the balance sheet date.
|
|
Profit on sale of investment
|
4.
|
INTEREST RECEIVABLE AND SIMILAR INCOME
|
|
5.
|
AUDITORS' REMUNERATION
|
|
Auditor's remuneration has been recognised by the company's parent and sole shareholder
|
|
Marlborough Property Co Limited. The costs recognised were for Marlborough Property Co
|
|
Limited and its subsidiaries at the time.
|
|
At 1 August 2015
|
4,854,584
|
|
|
|
At 31 July 2015
|
4,854,584
|
|
|
|
The directors consider that there has been no change to the open market value of the
|
|
property since it was acquired.
|
7.
|
DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
|
|
8.
|
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
|
|
|
Amounts owed to group undertakings
|
-
|
|
5,059,418
|
|
|
|
The company has loans from its parent, Marlborough Property Co Limited which are
|
9.
|
RELATED PARTY DISCLOSURES
|
|
The company was under the control of Marlborough Property Co Limited, a 100% subsidiary
|
|
of WA Capital Limited, through the current period. Mr W L Adderley is the managing director
|
|
and majority shareholder of WA Capital Limited.
|
|
As the company is a wholly owned subsidiary of WA Capital Limited, the company has taken
|
|
advantage of the exemption contained within Financial Reporting Standard 8 and has not
|
|
disclosed transactions or balances with entities that form part of the group.
|
|
On transition to FRS 102, the Company has taken advantage of the following transitional
|
|
- to measure fair value of investment properties at date of transition to FRS 102.
|
TOTAL ASSETS LESS CURRENT
LIABILITIES
|
100 |
|
-
|
|
100 |
|
|
Called up share capital
|
100 |
|
-
|
|
100 |
|
|
SHAREHOLDERS' FUNDS
|
100 |
|
-
|
|
100 |
|
|
Investment property
|
4,854,584 |
|
-
|
|
4,854,584 |
|
|
Cash at bank
|
43,532 |
|
-
|
|
43,532 |
|
|
Amounts falling due within one year
|
1
|
(28,229 |
) |
(5,040,000
|
) |
(5,068,229 |
) |
|
NET CURRENT ASSETS/(LIABILITIE
|
S)
|
29,220 |
|
(5,040,000
|
) |
(5,010,780 |
) |
|
TOTAL ASSETS LESS CURRENT
LIABILITIES
|
4,883,804 |
|
(5,040,000
|
) |
(156,196 |
) |
|
Amounts falling due after more than
one year
|
1
|
(5,040,000 |
) |
5,040,000
|
|
- |
|
|
NET LIABILITIES
|
(156,196 |
) |
-
|
|
(156,196 |
) |
|
Called up share capital
|
100 |
|
-
|
|
100 |
|
|
Retained earnings
|
(156,296 |
) |
-
|
|
(156,296 |
) |
|
SHAREHOLDERS' FUNDS
|
(156,196 |
) |
-
|
|
(156,196 |
) |
|
Notes to the reconciliation of equity
|
1. Reclassification of intercompany creditor balances which were repayable on demand.
|
Cost of sales
|
(215,940 |
) |
-
|
|
(215,940 |
) |
|
GROSS LOSS
|
(136,468 |
) |
-
|
|
(136,468 |
) |
|
Administrative expenses
|
(19,917 |
) |
-
|
|
(19,917 |
) |
|
OPERATING LOSS
|
(156,385 |
) |
-
|
|
(156,385 |
) |
|
Interest receivable and similar
income
|
89 |
|
-
|
|
89 |
|
|
LOSS BEFORE TAXATION
|
(156,296 |
) |
-
|
|
(156,296 |
) |
|
LOSS FOR THE FINANCIAL
PERIOD
|
(156,296 |
) |
-
|
|
(156,296 |
) |
|