Principal activities of the company

The principal activity of the Company is that of a development company responsible for the White River development in St Austell.

Additional information

Going concernDuring 2018 RBSI commissioned a third party valuation by Knight Frank LLP on the property in relation to the loan facility the Company has with them Knight Frank LLP valued the property at GBP 14150000 on 30 November 2018 Based on this value the facilitys loan to value as at 31 December 2018 was 85 percent and therefore above the loan to value covenant of 60 percent As a result of the breach and upcoming maturity on 10 July 2019 RBSI provided a loan extension until 28 February 2020 and reset the loan to value covenant to 75 percent During 2019 RBSI commissioned a further third party valuation by Knight Frank LLP Knight Frank LLP valued the property at GBP 8600000 on 25 October 2019 Based on this value the facilitys loan to value as at 31 December 2019 was 131 percent and therefore above the loan to value covenant of 75 percentA standstill agreement was in place from 29 February 2020 to 29 January 2021 In addition RBSI has cash trapped the rent account in order to pay outstanding owed liabilitiesThe Directors have been in regular discussion with the bank since 2018 As a result of the ongoing covenant breach a structured sales process with RBSI has been initiated On 29 January 2021 the Directors and RBSI signed a duty of care agreement with Savills in relation to the sale of the property Management are committed to a plan to sell this property and have an active programme in place If the marketing programme is unsuccessful the asset will go to auction which is set for 16 March 2021 with a guide price of GBP 4650000 The reserve price is yet to be set however the Directors have confirmed that the reserve price will be lower than the current Directors valuation As a result the Directors have the intention and the ability to complete this sale by 31 December 2021As at 31 December 2019 the Companys stock was held at GBP 7805722 which is the lower of cost and the estimated selling price less costs to complete and sell Once this asset is sold there will be insufficient funds to repay the loan payable of GBP 11257306 to RBSI and therefore the Directors will have no realistic alternative other than to liquidate the Company Thus as the completion of this sale within one year is highly probable the Directors do not believe that the Company will be a going concern in 12 months from the signing dateIn the light of the above the financial statements have been prepared on a basis other than going concern as described in note 1 4 to the financial statements As a result the following adjustments have been made to the financial statements The financial statements have been updated to reflect assets at their realisable values stock has been adjusted to reflect additional selling costs anticipated with the auction all results have been reclassified to discontinued operations and all assets and liabilities have been classified as currentResults and dividendsThe loss for the year after taxation amounted to GBP 6500000 2018 loss GBP 4 millionThere were no dividends paid in the year under review 2018 NILDirectorsThe directors who served during the year and up to the date of signature of the financial statements were as followsMorgan Garfield resigned 21 January 2020Mark TerryBen Newman resigned 21 January 2020JeanPhilippe Blangy appointed 21 January 2020Principal risks and uncertaintiesThe risk management function is carried out in respect of financial risks Financial risks are risks arising from financial instruments to which the Company is exposed during or at the end of the reporting year Financial risk comprises price risk credit risk liquidity risk and cashflow risk The primary objectives of the financial risk management function are to establish risk limits and then ensure that exposure to risks stays within these limits The company has a loan facility of GBP 11274939 payable to RBSI which was secured and repayable in full on 28 February 2020On 10 July 2019 RBSI provided a loan extension until 28 February 2020 A standstill agreement was in place from 29 February 2020 to 29 January 2021 In addition RBSI has cash trapped the rent account in order to pay outstanding owed liabilitiesUse of derivativesThe Company uses a interest rate cap to adjust interest rate exposures in order to guarantee fixed interest payments where payments are variable and hence exposed to interest rate movementsExposure to price credit liquidity and cash flow riskPrice risk arises on financial instruments because of changes in for example commodity prices or equity prices The Companys stock which is held at the lower of cost and the estimated selling price less costs to complete and sell of GBP 7805722 2018 GBP 13407397 is exposed to price risk but this exposure is within the Companys risk appetiteCredit risk is the risk that one party to a financial instrument will cause a financial loss for that other party by failing to discharge an obligation Company policies are aimed at minimising such losses and require thatdeferred terms are only granted to customers who demonstrate an appropriate payment history and satisfy credit worthiness procedures Details of the Companys debtors are shown in Note 11 to the financial statementsLiquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities The Company aims to mitigate liquidity risk by managing cash generation by its operations applying cash collection targets throughout the CompanyCash flow risk is the risk of exposure to variability in cash flows that is attributable to a particular risk associated with a recognised asset or liability such as future interest payments on a variability rate debt The Company manages this risk where significant by use of derivatives as explained abovePost balance sheet eventsOn 11 March 2020 the World Health Organisation declared Covid19 a pandemic and national governments have acted to implement a range of policies and actions to combat the virus and its economic impact to national markets and the global economyThe full extent of the Covid19 economic impact is currently uncertain and the Board of Managers continues to closely monitor developments and their impact on the Company The Board of Managers is in close contact with all of the Companys service providers to ensure the continuity of the Companys ongoing operations assess liquidity tenant obligations lending arrangements and the basis for the values and estimates reported in the financial statements and accompanying notes We have assessed the impact on the financial statements as of 31 December 2019 and have concluded Covid19 to be a nonadjusting eventThe table below shows the results of Managements evaluation of the sensitivity of the net realisable value of stock at 31 December to changes in unobservable inputs to a reasonable alternative2019 StockNet realisable value GBP 8600000 Unobservable input 11 point 44 percent yieldChange in net realisable value plus 50bps GBP 360000Change in net realisable value plus 75bps GBP 5300002018 StockNet realisable value GBP 14150000Unobservable input 8 point 49 percent yieldChange in net realisable value plus 50bps GBP 800000Change in net realisable value plus 75bps GBP 1150000These amounts are not an estimate or a forecast of the impact of Covid19 on the Companys property valueThe analysis is designed solely to provide an indication of the impact of certain changes to the Companys property valueThe Company has a loan payable of GBP 11274939 to the Royal Bank of Scotland International which was due for repayment on 28 February 2020 In the year the Company breached its facility agreement with RBSI with regards to its loan to value covenant RBSI commissioned third party valuations by Knight Frank LLP on the property in relation to the loan facility the Company has with them Knight Frank LLP valued the property at GBP 8600000 on 25 October 2019The Company has been in discussions with RBSI to arrange for a loan extension On 10 July 2019 RBSI provided a loan extension to 28 February 2020 A standstill agreement was put in place from 29 February 2020 to 29 January 2021 As at 29 January 2021 the Company remained in breach of its facility agreement with RBSI in regards to the loan to value covenantThe Directors have been in regular discussion with the lender since the initial covenant breach in 2018 As a result of the ongoing breach the Company and RBSI agreed to a structured sales process to dispose of White River Place Shopping Centre On 29 January 2021 the Company and RBSI formally appointed Savills to market White River Place Shopping Centre and a duty of care agreement was signed in relation to the saleOn 8 February 2021 the asset was launched in an open market sales process Additionally it was announced that White River Place Shopping Centre had been placed in a BidX1 auction taking place on 16 March 2021 with a guide price of GBP 4650000 As a result the Directors have the intention and the ability to complete this sale by 31 December 2021Disclosure of information to auditorsEach of the persons who are directors at the time when this Directors Report is approved has confirmed thatso far as the director is aware there is no relevant audit information of which the Companys auditors are unaware andthe director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Companys auditors are aware of that informationIndependent auditorsThe auditors PricewaterhouseCoopers LLP will be proposed for reappointment in accordance with section 485 of the Companies Act 2006Small companies noteIn preparing this report the directors have taken advantage of the small companies exemptions provided by section 414B of the Companies Act 2006

This report was approved by the board of directors on 25 February 2021
and signed on behalf of the board by:

Name: Mark Terry
Status: Director