FAIRCASTLE LIMITED - Limited company accounts 20.1

REGISTERED NUMBER: 03683530 (England and Wales)

Report of the Directors and

Financial Statements for the Year Ended 31 March 2020

for

FAIRCASTLE LIMITED

Page

Company Information

1

Report of the Directors

2

Income Statement

3

Balance Sheet

4

Notes to the Financial Statements

5

DIRECTORS:

R. Tager, Q.C.

J.P. Tager

S.J. Tager

SECRETARY:

C.M. Frommer

REGISTERED OFFICE:

Romeo House,

160 Bridport Road,

London

N18 1SY

REGISTERED NUMBER:

03683530 (England and Wales)

ACCOUNTANTS:

Purcells

Chartered Accountants

4 Quex Road

London

NW6 4PJ

The directors present their report together with the financial statements for the year ended 31 March 2020.

PRINCIPAL ACTIVITY

The company's principal activity during the year continued to be commercial and residential property letting.

DIRECTORS

The directors who served during the year were R. Tager, Q.C., J.P. Tager and S.J. Tager.

DIVIDEND

The directors do not recommend the payment of a dividend for the year.

LOSSES DUE TO FRAUD

Unfortunately the company suffered in the year losses due to fraud amounting to £687,390 and it appears unlikely that any of this loss would be recovered.

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:

R. Tager, Q.C. - Director

30 March 2021

TURNOVER

294,648

294,649

Administrative expenses

814,042

129,203

(519,394

)

165,446

Other operating income

16,097

-

OPERATING (LOSS)/PROFIT

(503,297

)

165,446

Interest receivable and similar income

19,248

16,917

(484,049

)

182,363

Interest payable and similar expenses

63,973

59,376

(LOSS)/PROFIT BEFORE TAXATION

(548,022

)

122,987

Tax on (loss)/profit

3

-

16,158

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(548,022

)

106,829

FIXED ASSETS

Tangible assets

4

4,026,247

4,026,247

Investments

5

4,964,151

4,964,151

8,990,398

8,990,398

CURRENT ASSETS

Debtors

6

997,016

912,016

Cash at bank

5,032,568

754,038

6,029,584

1,666,054

CREDITORS

Amounts falling due within one year

7

2,080,056

2,018,279

NET CURRENT ASSETS/(LIABILITIES)

3,949,528

(352,225

)

TOTAL ASSETS LESS CURRENT LIABILITIES

12,939,926

8,638,173

CAPITAL AND RESERVES

Called up share capital

8

1,000

1,000

Capital Reserve

9

441,200

441,200

Capital contribution

9

11,917,277

7,067,502

Fair value reserve

9

1,700,000

1,700,000

Retained earnings

9

(1,119,551

)

(571,529

)

SHAREHOLDERS' FUNDS

12,939,926

8,638,173

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2020.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2020 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 30 March 2021 and were signed on its behalf by:

R. Tager, Q.C. - Director

1.	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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Tangible fixed assets

Tangible fixed assets, which consist solely of freehold investment properties, are stated at market value and any surplus on revaluation is credited to the revaluation reserve. This treatment is a departure from the Companies Act 2006 concerning the depreciation of tangible fixed assets, which is necessary to give a true and fair view.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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 taxation

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.

Turnover

Turnover comprises income from the company's residential and commercial property letting, carried out within the United Kingdom, exclusive of value added tax, where relevant.

2.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 2 (2019 - 2 ) .

3.

TAXATION

Analysis of the tax charge

The tax charge on the loss for the year was as follows:

31.3.20

31.3.19

£

£

Current tax:

UK corporation tax

-

16,158

Tax on (loss)/profit

-

16,158

4.	TANGIBLE FIXED ASSETS

Freehold investment properties

COST OR VALUATION

£

Balance brought forward

4,026,247

Balance carried forward

4,026,247

The freehold investment properties were revalued on an open market value basis, for existing use, based on rental yields, by the directors at 31 March 2020. If these properties were not included at valuation they would be included under the historical cost convention at their original cost to the company of £2,826,247 (2019 - £2,826,247), less depreciation of £965,702 (2019 - £965,702).

5.	FIXED ASSET INVESTMENTS

Investment in associate, at cost, is £600 (2019- £600), plus a long term loan of £4,963,551, so increasing the investment to a total of £4,964,151.

The investment in associate comprises the company's holding of 50% of the issued ordinary share capital of Romeo Trading Company Limited, a company incorporated in Great Britain, whose principal activity is the wholesaling of clothing and related accessories and whose results and financial position, as extracted from its financial statements, are as follows:

Profit for the year ended 31.3.2020

£50,111

Aggregate capital and reserves at 31.3.2020

£5,640,881

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.20

31.3.19

£

£

Amount due from related

companies

370,000

300,000

Other debtors

627,016

612,016

997,016

912,016

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.20

31.3.19

£

£

Amount due to group company

38,903

38,903

Corporation tax

-

16,158

Dividends payable

200,000

200,000

Directors' loan account

1,299,922

1,303,857

Taxes and social security

5,731

5,121

Other creditors

535,500

454,240

2,080,056

2,018,279

8.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.3.20

31.3.19

value:

£

£

1,000

Ordinary

£1

1,000

1,000

9.

RESERVES

Capital reserve

Fair value reserve

Profit and loss account

£

£

£

Balance at 1 April 2019

441,200

1,700,000

(571,529

)

Profit for the year

-

-

(548,022

)

Revaluation adjustment

-

-

-

Balance at 31 March 2020

441,200

1,700,000

(1,119,551

)

Capital contribution

The long term loans from group companies are now treated as a capital contribution

31.3.20

31.3.19

£

£

Balance at 1 April 2019 and 1 April 2018

7,067,502

7,718,502

Capital contribution for the year

4,849,775

(651,000

)

Balance at 31 March 2020/ 31 March 2019

11,917,277

7,067,502

10.	ULTIMATE PARENT UNDERTAKING AND CONTROLLING PARTY

The company's ultimate holding company and controlling party is Greenquest Limited, which is incorporated in Great Britain.

11.	RELATED PARTY TRANSACTIONS

i) The company is related to Pidom Export Limited, owing to common directors and a common shareholder. During the year the company received services on commercial terms totalling £45,297 from Pidom Export Limited and accrued charges of £45,297 were owed to Pidom Export Limited in this regard at the balance sheet date. Additionally at the balance sheet date, the company was owed £4,580,215 by Pidom Export Limited and this includes £300,000 which carries interest at 5% per annum. During the year the company charged interest of £15,000 on this outstanding debt and at the balance sheet date accrued interest receivable amounted to £610,250.

ii) During the year the company received services on commercial terms totalling £26,802 from Romeo Trading Company Limited and at the balance sheet date the company was owed £4,963,551 by Romeo Trading Company Limited.

iii) The company pays interest at 5% per annum on the director's loan account balance and during the year was charged £63,841 in this regard. At the balance sheet date accrued interest payable amounted to £364,514

iv) The amounts due to group companies at the balance sheet date, as shown in note 10 as capital contribution, relate to Greenquest Limited, Lanbury Limited, Rivergrove Limited, Gayway Properties Limited, Springmanor Limited and Hatch Farm Dairies Limited.