Final Results

RNS Number : 8635W

Northacre PLC

29 April 2016

 

NORTHACRE PLC

(the ''Company'' or ''Group'')

Results for the period ended 31st December 2015

Northacre PLC is pleased to announce its financial results for the period ended 31st December 2015. The Annual Report and Accounts and Notice of the Company's Annual General Meeting, to be held at the Company's registered office at 10.00 am on 9 June 2016, will be available shortly on the Company's website www.northacre.com and are being posted to those shareholders who have elected to receive hard copies.

Extracts from the Company's Annual Report and Accounts are shown below.

Enquiries:

Northacre PLC

Niccolò Barattieri di San Pietro (Chief Executive Officer)

020 7349 8000

finnCap Ltd  (Nominated Adviser and Broker)

Stuart Andrews

020 7220 0500

Chairman's Statement

There is a growing concern amongst developers and investors in the London prime residential sector over increasing costs and a reduction in the volume of transactions. There are a number of factors contributing to these issues, the prime factor being the chancellor's increase in the stamp duty tax which has had an adverse effect on luxury properties.

The uncertainty surrounding a possible Brexit has further undermined the market. The other main area of concern is the rise in construction costs where, in some instances, costs have doubled over a period of 12 months.

Despite an abundance of job opportunities, (in excess of 12,000 job vacancies currently available in the UK construction industry), there has been a failure to attract new recruits resulting in a shortage of skilled labourers.

Over the next decade an estimated 400,000 skilled workers will retire so the sector needs to recruit a further 200,000 workers over the next 5 years in order to deliver the pipeline of new projects.

Another area to consider is the potential effect a Brexit would have on the many skilled EU Nationals currently employed in the UK without whom the industry would suffer. As a consequence, several contractors have diverted away from the London Residential market to seek work in others sectors.

Northacre has been at the forefront of the Prime Residential Sector for over 25 years.  Despite these challenges we will continue to take the lead in design, procurement and marketing which we are sure will enable us to continue to be the leading high-end residential developer in prime central London.

Klas Nilsson

Non-Executive Chairman

Date: 29^th April 2016

Chief Executive's Statement

The last twelve months have seen Northacre PLC progressing on all fronts. Early in the year we were appointed as Development Managers for The Broadway (formally the New Scotland Yard site) in Westminster, one of the largest redevelopment sites in Prime Central London. In a twelve-month period we have been able to achieve full planning consent for a one million square foot, residentially-led, mixed use scheme. This is a testament to our current capabilities and thorough understanding of the planning process.

Current developments

The Broadway (Formally known as New Scotland Yard site)

As mentioned above, in the space of twelve months we have managed to achieve a very ambitious planning consent for a very contentious site. We are now swiftly moving forward, and in May 2016 will start tendering the demolition contract with a view to commencing onsite once we get vacant possession in November. In parallel we are currently working on the branding and sales collateral.

1 Palace Street

The Demolition phase has been completed as per our programme and we have now tendered the larger subcontractor packages. We are aiming to sign up the general contractor in late April having 80% cost certainty. It should be noted that we are finding the construction market very challenging as contractors are not willing to take risk which is reflected in their pricing. On the sales front we have exchanged on twenty-eight units (as of December 31^st) out of the seventy-two. This is a very good result as we have only been marketing since April 22^nd (less than eight months).

Vicarage Gate House

The development reached Practical Completion on April 20^th 2016. The issues we encountered at the sub-contractor level significantly impacted on the programme causing a one-year delay. On the other hand, we are delivering a beautiful building coupled with finishes of outstanding quality. Sales will resume in early May.

13&14 Vicarage Gate

Progress on site has been slower than expected however, we reached Practical Completion in March 2016 for the lateral units and the rest are expected to follow in May. On the positive side, costs have been broadly in line with budget and the quality of the finishes is proving to be very good.

Chester Square

The basement works have been completed and the contractor for the second phase works, to the listed building, has been selected and began on site this April. The basement works came under budget and the second phase contract has come in broadly in line with our forecasts.

22 Prince Edward Mansions

In early December 2015 we achieved Practical Completion and we have recently put the property on the market. The development was completed slightly under budget and the finishes are of a very high quality. We have had a very positive response from the agents and the property will be featured in several publications.

Outlook

The high-end residential market in Prime Central London has shown signs of price consolidation which is natural after a twenty-year bull run. During this prolonged period the market had experienced only one negative quarter. Looking more closely at market dynamics, it is clear that there has been a flight to quality where only the best properties are selling. I will go a step further and say that we have entered a binary market where challenged properties are not on the radar screen of buyers.

On a separate note, it is worth noting that construction inflation has reached unsustainable levels and this will prevent many developments from being delivered on time. In turn, this will constrain supply which will benefit the pricing on the developments which are being delivered. We strongly believe that Northacre's superior product will benefit from these constraints and that the business is well placed to enjoy significant and healthy demand going forward.

Niccolò Barattieri di San Pietro

Chief Executive Officer

Date: 29th April 2016

Financial Review

The past year has seen the Group continue to strive in pursuit of key objectives. On the 19^th June 2015, Northacre was delighted to be officially appointed as Development Managers at The Broadway, popularly known as the former home of the Metropolitan Police, New Scotland Yard. The landmark development, alongside our continued work at our other prominent site 1 Palace Street, highlights the Group's sustained ambition to identify and acquire key London sites and will provide the Group with long-term stability for future growth.

During the year the Group continued work on the Chester Square, Vicarage Gate House, 13 & 14 Vicarage Gate, and 22 Prince Edward Mansions developments; the latter of which completed in December 2015. However deferred completion dates due to various events have had a disappointing impact on the Group's financial results compared to forecasts.

Consolidated Income Statement

Group revenue for the year increased to £4.2m (2014: £3.9m), this is notwithstanding the recognition of the development management fee and performance fee in respect of the property at 33 Thurloe Square in the previous period. Development management fee income decreased to £3.4m (2014: £3.6m) while N Studio's revenue increased to £0.5m (2014: £0.2m), which highlights the contribution of the interior design business to Northacre's developments, following rebranding in February 2015. This year also saw fees receivable where the Group acted as sales agents on 1 Palace Street. Commission received of £0.25m (2014: £nil) represents 50% of the total fee with a further 50% due on completion.

Although administrative expenses increased to £4.7m (2014: £4.4m) this does indicate a 12% efficiency saving on the previous 10 month period.

The Group reported a loss before tax of £1.2m (2014: £1,858).

Consolidated Statement of Financial Position

As at 31^st December 2015 the Group had cash and cash equivalents of £1.2m (2014: £2.5m). The cash balance fell due to the need to fund operating activities and the delayed receipt of the development management fee for The Broadway, which is to be released at Vacant Possession.

The Group anticipates that next year's operating activities will be funded from current reserves and the proceeds of the sale of 22 Prince Edward Mansions. No requirement for further financing is expected.

Financing

In the prior period, the Group secured a loan facility with Royal Bank of Scotland to finance 22 Prince Edward Mansions. As at 31^st December 2015 £2.4m had been drawn (2014: £1.0m), with no further drawdowns to take place following the year end. The loan incurs interest at 3.25% above LIBOR and is expected to be repaid in full prior to the end of the next financial year, either on completion of sale or 18 months following the initial drawdown.

The outlook for the next financial year is positive, with the expected completion of several developments and sale of 22 Prince Edward Mansions. The expected returns and release of capital from these developments will be utilised by the Group to stimulate further growth and to take advantage of investment opportunities.

Matthew Mowlam

Group Financial Controller

Consolidated Income Statement

For the year ended 31^st December 2015

	Note		Year ended 31st Dec 2015			10 months ended 31st Dec 2014
			£			£
Group
Group revenue	3		4,170,897			3,856,841
Cost of sales			(632,091)			25,092
Gross profit			3,538,806			3,881,933
Administrative expenses			(4,696,995)			(4,377,515)
Group loss from operations			(1,158,189)			(495,582)
Investment revenue	4		1,847			493,727
Finance costs	5		-			(3)
Loss for the year before taxation	6		(1,156,342)			(1,858)
Taxation	8		(9,210)			266,095
(Loss)/Profit for the year attributable to equity holders of the Company			(1,165,552)			264,237
(Loss)/Profit per Ordinary share
Basic - Continuing and total operations	20		(2.75)p			0.62p
Diluted - Continuing and total operations	20		(2.75)p			0.62p

Company
(Loss)/Profit for the year attributable to equity holders of the Company			(3,349,908)		5,402,344

Consolidated Statement of Comprehensive Income

For the year ended 31^st December 2015

	Note		Year ended 31st Dec 2015		10 months ended 31st Dec 2014
			£		£
Group
(Loss)/Profit for the period attributable to equity holders of the Company			(1,165,552)		264,237
Other comprehensive income:			-		-
Total comprehensive (loss)/profit for the period			(1,165,552)		264,237

Company
(Loss)/Profit for the year attributable to equity holders of the Company			(3,349,908)		5,402,344
Other comprehensive income			-		-
Total comprehensive (loss)/profit for the period	9		(3,349,908)		5,402,344

Consolidated Statement of Financial Position

As at 31^st December 2015 

	Note				31st Dec 2015				31st Dec 2014
					£				£
Non-current assets
Goodwill	10				8,007,417				8,007,417
Property, plant and equipment	11				595,525				721,525
Available for sale financial assets	12(a)				10,000,019				10,000,019
					18,602,961				18,728,961
Current assets
Inventories	13				5,242,259				4,192,123
Trade and other receivables	14				2,116,491				787,210
Cash and cash equivalents					1,205,024				2,510,305
					8,563,774				7,489,638
Total assets					27,166,735				26,218,599
Current liabilities
Trade and other payables	15				1,602,072				838,384
Borrowings, including lease finance	16				2,350,000				1,000,000
					3,952,072				1,838,384
Total liabilities					3,952,072				1,838,384
Equity
Share capital	21				1,058,388				1,058,388
Share premium account	21				22,565,286				22,565,286
Retained earnings					(409,011)				756,541
Total equity					23,214,663				24,380,215
Total equity and liabilities					27,166,735				26,218,599
Approved by the Board on 29th April 2016
N. Barattieri di San Pietro.................................................

   Director

   Company registration no. 03442280

Company Statement of Financial Position

As at 31^st December 2015

	Note				31st Dec 2015				31st Dec 2014
					£				£
Non-current assets
Property, plant and equipment	11				615,358				728,963
Investments	12(b)				18,006,328				18,006,328
					18,621,686				18,735,291
Current assets
Trade and other receivables	14				6,391,113				8,999,218
Cash and cash equivalents					559,542				1,036,842
					6,950,655				10,036,060
Total assets					25,572,341				28,771,351
Current liabilities
Trade and other payables	15				1,726,971				1,576,073
Borrowings, including lease finance	16				-				-
					1,726,971				1,576,073
Total liabilities					1,726,971				1,576,073
Equity
Share capital	21				1,058,388				1,058,388
Share premium account	21				22,565,286				22,565,286
Retained earnings					221,696				3,571,604
Total equity					23,845,370				27,195,278
Total equity and liabilities					25,572,341				28,771,351
Approved by the Board on 29th April 2016
N. Barattieri di San Pietro.................................................

   Director

   Company registration no. 03442280

Consolidated and Company Statements of Cash Flows

For the year ended 31^st December 2015

		Group				Company
		Year ended 31st Dec 2015		10 months ended 31st Dec 2014		Year ended 31st Dec 2015		10 months ended 31st Dec 2014
		£		£		£		£
Cash flows from operating activities
(Loss)/profit for the year before tax		(1,156,342)		(1,858)		(3,349,908)		5,350,239
Adjustments for:
Investment revenue		(1,847)		(493,727)		(1,847)		(7,763,727)
Finance costs		-		3		-		-
Depreciation and amortisation		144,141		125,037		113,605		94,670
Increase in inventories		(1,050,136)		(4,023,564)		-		-
(Increase)/decrease in trade and other receivables		(1,338,491)		5,893,986		2,608,105		326,464
Increase/(decrease) in trade and other payables		763,688		(5,790,636)		150,898		(8,166,245)
Cash used in operations		(2,638,987)		(4,290,759)		(479,147)		(10,158,599)
Interest paid		-		(3)		-		-
Corporation tax - consortium relief refunded		-		266,095		-		798,173
Net cash used in operating activities		(2,638,987)		(4,024,667)		(479,147)		(9,360,426)
Cash flows from investing activities
Purchase of property, plant & equipment		(18,141)		(23,823)		-		-
Increase in available for sale financial assets/investments		-		(1,175,360)		-		(1,175,360)
Interest received		1,847		64,854		1,847		64,854
Dividends received		-		428,873		-		7,698,873
Net cash (used in)/generated from investing activities		(16,294)		(705,456)		1,847		6,588,367
Cash flows from financing activities
Proceeds from borrowings		1,350,000		1,000,000		-		-
Dividends paid		-		(14,999,481)		-		(14,999,481)
Net cash generated from/(used in) financing activities		1,350,000		(13,999,481)		-		(14,999,481)
Decrease in cash and cash equivalents		(1,305,281)		(18,729,604)		(477,300)		(17,771,540)
Cash and cash equivalents at the beginning of the year/period		2,510,305		21,239,909		1,036,842		18,808,382
Cash and cash equivalents at the end of the year/period		1,205,024		2,510,305		559,542		1,036,842

Consolidated and Company Statements of Changes in Equity

For the year ended 31^st December 2015

				Called Up		Share
				Share		Premium		Merger		Retained
Group				Capital		Account		Reserve		Earnings		Total
				£		£		£		£		£
As at 1st March 2014				1,058,388		22,565,286		8,086,293		7,405,492		39,115,459
Profit for the period				-		-		-		264,237		264,237
Transactions with owners of the Company:
Dividends				-		-		(8,086,293)		(6,913,188)		(14,999,481)
As at 31st December  2014				1,058,388		22,565,286		-		756,541		24,380,215
As at 1st January 2015				1,058,388		22,565,286		-		756,541		24,380,215
Loss for the period				-		-		-		(1,165,552)		(1,165,552)
As at 31st December  2015				1,058,388		22,565,286		-		(409,011)		23,214,663
				Called Up		Share
				Share		Premium		Merger		Retained
Company				Capital		Account		Reserve		Earnings		Total
				£		£		£		£		£
As at 1st March 2014				1,058,388		22,565,286		8,086,293		5,082,448		36,792,415
Total comprehensive profit for the period				-		-		-		5,402,344		5,402,344
Transactions with owners of the Company:
Dividends				-		-		(8,086,293)		(6,913,188)		(14,999,481)
As at 31st December 2014				1,058,388		22,565,286		-		3,571,604		27,195,278
As at 1st January 2015				1,058,388		22,565,286		-		3,571,604		27,195,278
Total comprehensive loss for the period				-		-		-		(3,349,908)		(3,349,908)
As at 31st December 2015				1,058,388		22,565,286		-		221,696		23,845,370

Notes to the Consolidated Financial Statements

For the year ended 31^st December 2015

1.              Principal accounting policies

                The principal accounting policies are as follows:

Accounting basis and standards

These financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.

The Company and its subsidiaries in the prior period shortened their reporting periods to 31^st December 2014 to be co-terminous with the ultimate parent undertaking Abu Dhabi Financial Group LLC. The amounts presented in the financial statements for the 10 month period ended 31^st December 2014 are thus not entirely comparable to the year ended 31^st December 2015.

During the year ended 31^st December 2015 the Group adopted a number of new IFRS standards, interpretations, amendments and improvements to existing standards, including IAS19. These new standards and changes did not have any material impact on the Company's financial statements.

The following new standards, amendments to standards or interpretations are mandatory for the Group for the first time for the financial year beginning 1^st January 2016, but are not currently considered to be relevant to the Group (although they may affect the accounting for future transactions and events):

·      IAS16 (Amended), 'Property, Plant and Equipment' and IAS 38 (Amended), 'Intangible Assets', issued in May 2014 and effective from 1^st January 2016. These amendments clarify that a deprecation method that is based on revenue that is generated by an activity that includes the use of an asset is not appropriate for property, plant and equipment. There is also a rebuttable presumption that an amortisation method that is based on the revenue generated by an activity that includes the use of an intangible asset is inappropriate.

·      IFRS11 (Amended), 'Joint Arrangements', effective for periods beginning on or after 1^st January 2016 requires an acquirer of an interest in a joint operation in which the activity constitutes a business to apply all of the business combinations accounting principles in IFRS3 and all other IFRSs.

·      IAS27 (Amended), 'Separate Financial Instruments', issued in August 2014 and effective 1^st January 2016 permits investments in subsidiaries, joint ventures and associates to be optionally accounted using the equity method in separate financial statements.

The following new standards, amendments to standards and interpretations have been issued, but are not effective for the financial year beginning 1^st January 2016 and have not been early adopted:

·      IFRS9, 'Financial Instruments', effective for periods commencing on or after 1^st January 2018 but not yet adopted by the EU. This is final version of the project to replace IAS39 'Financial Instruments: Recognition and Measurement'.

·      IFRS15, 'Revenue from Contracts with Customers', effective for periods commencing on or after 1^st January 2018 but not yet adopted by the EU. This standard focuses on a principles based model which is to be applied to all contracts with customers.

·      IAS12 (Amended), 'Income Taxes', effective for periods commencing on or after 1^st January 2017 but not yet adopted by the EU. This amendment relates to the recognition of deferred tax assets for unrealised losses and clarifies that estimations for future taxable profits exclude tax deductions arising from the reversal of temporary differences

Business combinations and goodwill

Goodwill relating to acquisitions prior to 1^st March 2006 is carried at the net book value on that date and is no longer amortised but is subject to annual impairment review.  On acquisition, the assets, liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of acquisition.  Any excess of the cost of acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill.  Any deficiency of the cost of acquisition below the fair values of the identifiable net assets acquired (i.e. discount on acquisition) is credited to the income statement in the period of acquisition.  Goodwill is tested annually for impairment.

Going Concern

The Company and Group currently meet their day-to-day working capital requirements through fees receivable from its projects: Vicarage Gate House, 13-14 Vicarage Gate, 1 Palace Street, 10 Broadway and Chester Square and also through the bank loan.

The Directors have prepared detailed cash flow projections for the period ending 31^st December 2020 making reasonable assumptions about the levels and timings of income and expenditure, and in particular the timing of receipt of certain fees due from major developments. These projections show that the Group can meet its on-going working capital requirements. On this basis the Directors consider it appropriate to prepare the financial statements on a going concern basis.

Significant judgements and areas of estimation

In preparing these financial statements the Directors are required to make judgements and best estimates of the outcome of and in particular, the timing of revenues, expenses, assets and liabilities based on assumptions. These assumptions are based on historical experience and various other factors that are considered reasonable under the various circumstances. The estimates and assumptions are reviewed on a regular basis with any revisions being applied in the relevant period. The material areas where estimates and assumptions are made are:

-     The valuation of goodwill

-     The valuation of available for sale financial assets

-     The status and progress of the developments and projects

Basis of consolidation

The Group financial statements include the financial statements of the Company and its subsidiary undertakings. Subsidiary undertakings are all entities over which the Group has the power to govern the financial and operating policies of the subsidiary and therefore exercises control. The existence and effect of both current voting rights and potential voting rights that are currently exercisable or convertible are considered when assessing whether control of an entity is exercised. Subsidiaries are consolidated from the date at which the Group obtains the relevant level of control and are de-consolidated from the date at which control ceases.

Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

Property, plant and equipment

Property, plant and equipment are stated at historical cost, net of any depreciation and any provision for impairment.

Depreciation has been calculated on a straight line basis and aims to write off the costs, less estimated residual value of each property, plant and equipment over their expected useful lives using the following periods:

                Leasehold improvements                                          over the period of the lease

Fittings and office equipment                                    25% straight line

Computer equipment                                                33 1/3% straight line

Impairment of assets

Assets that have an indefinite useful life are not subject to amortisation but are instead tested annually for impairment and are subject to additional impairment testing if events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

Assets that are subject to depreciation and amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Indicators of impairment are reviewed annually.

An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. Any impairment charge is recognised in profit or loss in the year in which it occurs. When an impairment loss, other than an impairment loss on goodwill, subsequently reverses due to a change in the original estimate, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, up to the carrying amount that would have resulted, net of depreciation, had no impairment loss been recognised for the asset in prior years.

Inventories

Work in progress is valued at the lower of cost and net realisable value.  Cost of work in progress includes overheads appropriate to the stage of development.  Net realisable value is based upon estimated selling price less further costs expected to be incurred to completion and disposal.

Revenue

Revenue represents amounts earned by the Group in respect of services rendered during the period net of value added tax.  Shares in development profits and performance fees are recognised when the amounts involved have been finally determined and agreed criteria for recognition have been fulfilled. Fees in respect of project management and interior and architectural design are recognised in accordance with the stage of completion of the contract.

Revenue also includes sales commission fees receivable where the Group acts as sales agent on developments. The sales commission is recognised 50% on exchange of contracts, which is non-refundable and 50% on completion.

Current taxation

The tax expense for the year represents the total of current taxation and deferred taxation. The charge in respect of current taxation is based on the estimated taxable profit for the year. Taxable profit for the year is based on the profits as shown in profit or loss, as adjusted for items or expenditure, which are not deductible for tax purposes.

The current tax liability for the year is calculated using tax rates, which have either been enacted or substantively enacted at the reporting date.

Deferred taxation

Deferred tax is provided in full on all temporary differences arising between the tax base of assets and liabilities and their carrying values in the financial statements. The deferred tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of transaction affects neither accounting nor taxable profit or loss.

Deferred tax is determined using tax rates which have been enacted or substantively enacted at the reporting date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.

Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised. Deferred tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future.

Leased assets

Assets held under finance leases and hire purchase contracts are capitalised in the statement of financial position and depreciated over their expected useful lives.  The interest element of the rental obligations is charged to profit or loss over the period of the lease on a straight-line basis.

Rentals under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Investments

Investments in subsidiaries, associates and joint ventures, and other investments are presented in the Parent financial statements at cost, less any necessary provision for impairment.

Associates

Associates are all entities over which the Group exercise significant influence but does not exercise control. Investments in associates are accounted for using the equity method of accounting and are initially recognised at cost, which includes goodwill identified on acquisition, net of any accumulated impairment loss. The Group's share of its associate's profits or losses after acquisition of its interest is recognised in profit or loss and cumulative post-acquisition movements are adjusted against the carrying amount of the investment. Where the Group's share of losses of an associate equals or exceeds the carrying amount of the investment, the Group only recognises further losses where it has incurred obligations or made payments on behalf of the associate.

Financial assets

Available for sale financial assets consist of equity investments in other companies or limited partnerships where the Group does not exercise either control or significant influence. The investments reflect loans and capital contributions made in respect of projects undertaken with other partners in which the Group will be entitled to an eventual profit share.

Available for sale financial assets are shown at fair value at each reporting date with changes in fair value being shown in Other Comprehensive Income, or at cost less any necessary provision for impairment where a reliable estimate of fair value is not able to be determined. In cases where the Group can reliably estimate fair value of the available for sale financial assets, fair value will be determined in reference to practical completion of each development project.

All assets for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

·      Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities.

·      Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.

·      Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

The valuation technique applied to the available for sale financial assets in the current and preceding period is a Level 3 technique.

Pensions

The Group operates a defined contribution pension scheme under which fixed contributions are payable. Pension costs charged to the income statement represent amounts payable to the scheme during the year.

Foreign currency translation

Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of the transaction. Assets and liabilities are translated at the rate of exchange ruling at the reporting date. Exchange differences are taken into account in arriving at Group operating loss.

Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are charged to the share premium account.

Equity balances

·      Called up share capital represents the aggregate nominal value of Ordinary shares in issue.

·      The share premium account represents the incremental paid up capital above the nominal value of Ordinary shares issued.

·      The merger reserve represents the excess over nominal value of the fair value of consideration received for equity shares issued directly to acquire another entity meeting the specific requirements of section 612 of the Companies Act 2006.

Financial assets - loans and receivables

Trade receivables, loans and other receivables are classified as 'trade and other receivables' and are measured at cost less any provisions. Interest income is recognised by applying the appropriate interest rate of the contractual arrangement.

Financial liabilities - loans and payables and borrowings

Trade payables, other payables and borrowings are classified as 'trade and other payables' and 'borrowings, including lease finance'. These are measured at amortised cost and the interest expense is recognised by applying the appropriate interest rate of the contractual arrangement.

Borrowings

Interest-bearing borrowings are recognised initially at fair value, net of any transaction costs incurred. Borrowings are subsequently stated at amortised cost using the effective interest method with any differences between the proceeds (net of transaction costs) and the redemption value being recognised over the period of borrowings.

All borrowings are classified as current unless the Group has an unconditional right to defer payment of the borrowings until at least twelve months from the reporting date.

Borrowing costs which relate directly to a development which is included within inventories are capitalised as part of the cost of the inventory.

2.             Capital and financial risk management

The Group manages its capital to ensure that the Group will be able to continue as a going concern, while maximising the return to shareholders through the optimisation of its debt and equity balance.

The capital structure of the Group consists of cash and cash equivalents, debt and equity attributable to equity holders of the Parent Company, comprising issued capital, share premium account and retained earnings.

The Group manages the capital structure and makes adjustments to it in the light of changes in economic conditions. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends payable to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt or increase capital.

The Board regularly reviews the capital structure, with an objective to minimise net debt whilst investing in the development opportunities.

The Group's activities expose it to a variety of financial risks and those activities involve the analysis, evaluation, acceptance and management of some degree of risk or combination of risks. Taking risk is core to the property business and the operational risks are an inevitable consequence of being in business. The Group's aim is to achieve an appropriate balance between risk and return and minimise potential adverse effects on the Group's performance.

The Group's risk management policies are designed to identify and analyse these risks, to set appropriate risk limits and controls, and to monitor the risks by means of a reliable up-to-date information system. The Group regularly reviews its risk management policies and systems to reflect changes in markets, products and emerging best practice.

Risk management is carried out by the Board of Directors. Directors are responsible for the identification of the major business risks faced by the Group and for determining the appropriate course of action to manage those risks. The most important types of risk are credit risk, liquidity and market risk. Market risk includes currency, interest rate and other price risks.

3.	Segmental information
	Segmental information is presented in respect of the Group's business segments. The business segments are based on the Group's corporate and internal reporting structure. Segment results and assets include items directly attributable to a segment as well as those that can be allocated to a segment on a reasonable basis. The segmental analysis of the Group's business as reported internally to management is as follows:
	Revenue
										Year ended 31st Dec 2015			10 months ended 31st Dec 2014
	Principal activities:									£			£
	Development management									3,413,702			3,554,800
	Interior design									508,889			214,541
	Architectural design									-			87,500
	Sales agency commission									248,306			-
										4,170,897			3,856,841
	Loss before taxation									Year ended 31st Dec 2015			10 months ended 31st Dec 2014
										£			£
	Development management									(579,793)			505,910
	Interior design									(572,079)			(585,943)
	Architectural design									(4,470)			78,175
										(1,156,342)			(1,858)
	Assets									31st Dec 2015			31st Dec 2014
										£			£
	Development management									26,988,216			26,017,628
	Interior design									159,351			86,839
	Architectural design									19,168			114,132
										27,166,735			26,218,599
	Liabilities									31st Dec 2015			31st Dec 2014
										£			£
	Development management									1,886,088			365,962
	Interior design									1,453,578			769,522
	Architectural design									612,406			702,900
										3,952,072			1,838,384
	A geographical analysis of the Group's revenue, assets and liabilities is given below:
	Revenue									Year ended 31st Dec 2015			10 months ended 31st Dec 2014
										£			£
	United Kingdom									4,170,897			3,880,379
	Saudi Arabia									-			(23,538)
										4,170,897			3,856,841
	Included in the revenue above are revenues in respect of customers who account for over 10% of the Group's total revenue.
										Year ended 31st Dec 2015			10 months ended 31st Dec 2014
										£			£
	Customer A (Interior design)									-			(23,538)
	Customer B (Development management)									-			642,486
	Customer C (Development management & interior design)									545,150			438,462
	Customer D (Development management & interior design)									2,504,756			2,420,487
	Customer E (Development management)									805,100			-

3.	Segmental information (continued)
	Assets							31st Dec 2015		31st Dec 2014
								£		£
	United Kingdom							27,166,735		26,218,599
								27,166,735		26,218,599
	Liabilities							31st Dec 2015		31st Dec 2014
								£		£
	United Kingdom							3,952,072		1,838,384
								3,952,072		1,838,384

4.	Investment revenue																Year		10 months
																	ended		ended
																	31st Dec 2015		31st Dec 2014
																	£		£
	Interest received																1,847		64,854
	Dividends received																-		428,873
																	1,847		493,727
5.	Finance costs																Year			10 months
																	ended			ended
																	31st Dec 2015			31st Dec 2014
																	£			£
	Interest on:
		Other interest															-			3
																	-			3

6.	Loss before taxation							Year		10 months
								ended 31st Dec 2015		ended 31st Dec 2014
								£		£
	Loss before taxation is stated after charging/(crediting):
	Depreciation and amounts written off property, plant and equipment:
	Owned assets							144,141		125,037
	Operating lease rentals:
	Land and buildings							128,063		104,969
	Foreign exchange gain							(281)		-
	Fees payable to the Company's auditors for:
	- the audit of the Company's annual accounts							50,307		55,857
	Fees payable to the Company's auditors for other services to the Group:
	- the audit of the Company's subsidiaries							38,535		33,600
	Total audit fees							88,842		89,457
	Fees payable to the Company's auditors for:
	- other taxation advisory services							5,000		5,000
	- other services							15,450		16,762
	Total other fees							20,450		21,762

7.	Employees						Year		10 months
							ended		ended
							31st Dec 2015		31st Dec 2014
							Number		Number
	The average weekly number of employees (including Directors) during the year was:
	Office and management						13		12
	Design and management						9		12
							22		24
							Year ended 31st Dec 2015		10 months ended 31st Dec 2014
	Staff costs for the above employees:						£		£
	Wages and salaries						1,782,600		1,691,496
	Social security costs						230,996		184,657
	Other pension costs - money purchase schemes						76,848		65,344
							2,090,444		1,941,497
	Remuneration in respect of Directors was as follows:						Year ended 31st Dec 2015		10 months ended 31st Dec 2014
							£		£
	Aggregate emoluments (including benefits in kind)						570,000		475,000
	Consultancy fees						-		100,050
	Other fees						30,000		25,000
							600,000		600,050
	Company contribution to money purchase pension schemes						33,000		27,500

	Remuneration for each Director (including benefits in kind)							Year ended 31st Dec 2015		10 months ended 31st Dec 2014
								£		£
	M. Kheriba							-		-
	J. Alseddiqi (resigned 3rd November 2015)							-		-
	N. Barattieri di San Pietro							500,000		416,667
	K.B. Nilsson							70,000		158,383
	E.B. Harris							30,000		25,000
	F.T. Khan (appointed 3rd November 2015)							-		-
								600,000		600,050
	Remuneration of £30,000 (2014: £25,000) for Director E.B. Harris is payable to EC Harris LLP.
	Remuneration in respect of the highest paid Director was as follows:							Year ended 31st Dec 2015		10 months ended 31st Dec 2014
								£		£
	Aggregate emoluments (including benefits in kind)							500,000		416,667
	Company contribution to money purchase pension scheme							33,000		27,500
								533,000		444,167
	The total emoluments of £500,000 (2014: £416,667) above includes bonuses of £225,000 (2014: £187,500). The Directors consider that the key management personnel for reporting purposes as defined by IAS24 'Related Party Disclosures' are the Directors themselves only.

8.	Taxation						Year			10 months
							ended			ended
							31st Dec 2015			31st Dec 2014
							£			£
	(a) Analysis of charge in year
	Current tax:
	Corporation tax credit						-			-
	Adjustment in respect of prior periods						-			(347,727)
	Total current tax						-			(347,727)
	Deferred tax:
	Deferred tax charge						9,210			81,632
	Total deferred tax charge						9,210			81,632
	Total tax charge/(credit)						9,210			(266,095)
	(b) Factors affecting the tax charge for the year
	The tax assessed for the year is lower than the standard rate of corporation tax in the UK of 20% (2014: 21%).
	The differences are explained below:
								Year ended 31st Dec 2015		10 months ended 31st Dec 2014
								£		£
	Loss on ordinary activities before tax							(1,156,342)		(1,858)
	Loss on ordinary activities multiplied by the standard rate of corporation tax of 20% (2014: 21%)							(231,268)		(390)
	Effects of:
	Expenses not deductible for tax purposes							2,314		2,339
	Depreciation for the period in excess of capital allowances							22,232		26,258
	Dividends and distributions received							-		(90,063)
	Utilisation of tax losses							-		(314,450)
	Other timing differences							2,330		(103,709)
	Loss carried forward							204,392		480,015
	Consortium relief							-		(347,727)
	Current tax credit for the period							-		(347,727)

(c) Factors that may affect future tax charges

The standard rate of corporation tax was reduced to 20% from 1^st April 2015.

9.                Profit of the parent company

As permitted by section 408 of the Companies Act 2006, the profit or loss element of the Parent Company Income Statement is not presented as part of these financial statements.  The Group loss for the year ended 31st December 2015 of £1,165,552 (2014 profit: £264,237) includes a loss of £3,349,908 (2014 profit: £5,402,344), which was dealt with in the financial statements of the Company.

10.	Goodwill
	Group								31st Dec 2015		31st Dec 2014
									£		£
	Cost								14,940,474		14,940,474
	Amortisation and impairment
	At the beginning of the year								6,933,057		6,933,057
	Impairment charge for the year								-		-
	At the end of the year								6,933,057		6,933,057
	Net book value								8,007,417		8,007,417

	The Group performs an annual goodwill impairment review in accordance with IAS 36 'Impairment of Assets' based on its cash generating units (CGUs). The CGU that has associated goodwill allocated to it is the Group as a whole. This is the smallest identifiable group of assets that generate cash inflows to which goodwill is allocated.  Although the interior design business is a separate CGU goodwill was not specifically allocated to it when the goodwill arose because it was treated as an integrated business when the Group was originally restructured. The Directors consider that it is now not appropriate to allocate goodwill to this CGU. Recoverable amount In accordance with IAS 36 the recoverable amount of the CGU is calculated, being the higher of value in use and fair value less costs to sell. The fair value less costs to sell of the CGU is determined using cash flow projections derived from the business plan covering a five year period which has been approved by the Board. They reflect the Directors' expectations of the level and timing of revenue, expenses, working capital and operating cash flows, based on past experience and future expectations of business performance particularly future development projects. Discount rates The pre-tax discount rate applied to the cash flow projections are derived from the Group's weighted average cost of capital. The discount rate applied is 6% (2014: 6%) reflecting the future expected cost of capital for the Group. Growth rates Due to the nature of the Group's development business growth rates are not relevant. The cash flow projections assume a 100% probability of receiving a level of development fees for contracted projects over the five years and make assumptions on the probability of achieving certain development performance fee criteria. The business growth rates have been assumed to be 5% (2014: 5%) for the N Studio Limited interior design business. Sensitivity analysis The following percentage changes in assumptions would cause the recoverable amount to fall below the current carrying value: • A 63.95% increase in the discount rate to 69.95% for the latter five year period • A 25.7% decrease in the development revenue cash flows over the five year period • A decrease to nil in the other interior design revenue cash flows over the five year period would not cause the recoverable amount to fall below the current carrying value.

11.	Property, plant and equipment
							Fittings
	Group				Leasehold		and Office		Computer
					Improvements		Equipment		Equipment		Total
	Cost				£		£		£		£
	At 1st March 2014				1,115,434		73,426		257,406		1,446,266
	Additions				-		594		23,229		23,823
	At 31st December 2014				1,115,434		74,020		280,635		1,470,089
	Additions				-		10,615		7,526		18,141
	At 31st December 2015				1,115,434		84,635		288,161		1,488,230
	Depreciation
	At 1st March 2014				350,281		56,187		217,059		623,527
	Charge for the year				94,670		8,922		21,445		125,037
	At 31st December 2014				444,951		65,109		238,504		748,564
	Charge for the year				113,605		4,563		25,973		144,141
	At 31st December 2015				558,556		69,672		264,477		892,705
	Net book value
	At 31st December 2015				556,878		14,963		23,684		595,525
	At 31st December 2014				670,483		8,911		42,131		721,525
	At 28th February 2014				765,153		17,239		40,347		822,739

							Fittings
	Company				Leasehold		and Office		Computer
					Improvements		Equipment		Equipment		Total
	Cost				£		£		£		£
	At 1st March 2014				1,173,914		-		-		1,173,914
	Additions				-		-		-		-
	At 31st December 2014				1,173,914		-		-		1,173,914
	Additions				-		-		-		-
	At 31st December 2015				1,173,914		-		-		1,173,914
	Depreciation
	At 1st March 2014				350,281		-		-		350,281
	Charge for the year				94,670		-		-		94,670
	At 31st December 2014				444,951		-		-		444,951
	Charge for the year				113,605		-		-		113,605
	At 31st December 2015				558,556		-		-		558,556
	Net book value
	At 31st December 2015				615,358		-		-		615,358
	At 31st December 2014				728,963		-		-		728,963
	At 28th February 2014				823,633		-		-		823,633

There were no assets held under finance lease or hire purchase contracts.

(a)	Available for sale financial assets
12.		Investments
		Group				31st Dec 2015			31st Dec 2015		31st Dec 2014		31st Dec 2014
						£			£		£		£
		At 1st January 2015							10,000,019				8,824,659
		Increase in 1 Palace Street fair value				-					1,175,360
		Net movement transferred to comprehensive income							-				1,175,360
		At 31st December 2015							10,000,019				10,000,019
		Net book value
		At 31st December 2015							10,000,019				10,000,019

(b)	Other investments
	Company
										Subsidiary				Other					Total
										Undertakings				Investments
										£				£					£
	Cost
	At 1st January 2015									14,492,681				10,000,015					24,492,696
	Additions									-				-					-
	As at 31st December 2015									14,492,681				10,000,015					24,492,696
	Impairment
	At 1st January 2015									6,486,368				-					6,486,368
	Impairment in the year									-				-					-
	As at 31st December 2015									6,486,368				-					6,486,368
	Net book value as at 31st December 2015									8,006,313				10,000,015					18,006,328
	Net book value as at 31st December 2014									8,006,313				10,000,015					18,006,328

(b)	Other investments (continued)
	Company
										Subsidiary				Other					Total
										Undertakings				Investments
										£				£					£
	Cost
	At 1st March 2014									14,492,681				8,824,655					23,317,336
	Additions									-				1,175,360					1,175,360
	As at 31st December 2014									14,492,681				10,000,015					24,492,696
	Impairment
	At 1st March 2014									6,486,368				-					6,486,368
	Impairment in the year									-				-					-
	As at 31st December 2014									6,486,368				-					6,486,368
	Net book value as at 31st December 2014									8,006,313				10,000,015					18,006,328
	Net book value as at 28th February 2014									8,006,313				8,824,655					16,830,968

(c)

Group shareholdings

The Group has shareholdings in the following companies, all incorporated in England and Wales:

Subsidiary undertakings

Holding

Proportion held

Nature of Business

Waterloo Investments Limited

Ordinary shares

100%

Development management services

N Studio Limited

Ordinary shares

100%

Interior design

Northacre Development Management

Ordinary shares

100%

Development management services

Services Limited

Nilsson Architects Limited

Ordinary shares

100%

Design architects

Northacre Capital (1) Limited

Ordinary shares

100%

Dormant

Northacre Capital (3) Limited

Ordinary shares

100%

Dormant

Northacre Capital (5) Limited

Ordinary shares

100%

Property development

Northacre Capital (7) Limited

Ordinary shares

100%

Property development

Northacre International Limited

Ordinary shares

100%

Dormant

Lancaster Gate (Hyde Park) Limited

Ordinary shares

100%

Property development

The holding in Lancaster Gate (Hyde Park) Limited is held by Northacre Capital (5) Limited.

13.	Inventories									Group
										31st Dec 2015		31st Dec 2014
										£		£
	Stock									1,593		2,928
	Work in progress									5,240,666		4,189,195
										5,242,259		4,192,123
	The Company had no stock or work in progress in either the prior or current reporting period.

14.	Trade and other receivables					Group				Company
						31st Dec 2015		31st Dec 2014		31st Dec 2015		31st Dec 2014
						£		£		£		£
	Trade receivables					844,811		31,568		6,045		-
	Amounts owed by group undertakings					-		-		5,962,376		8,567,254
	Other receivables					200,242		220,038		111,270		110,908
	Prepayments and accrued income					1,071,438		535,604		311,422		321,056
						2,116,491		787,210		6,391,113		8,999,218
	At the period end there was no provision for doubtful debts (2014: £nil). Other receivables include a deferred tax asset of £117,463 (2014: £126,673).

15.	Trade and other payables					Group				Company
						31st Dec 2015		31st Dec 2014		31st Dec 2015		31st Dec 2014
						£		£		£		£
	Trade payables					170,547		67,555		49,216		34,720
	Amounts owed to group undertakings					-		-		1,141,545		1,141,065
	Social security and other taxes					146,204		199,440		16,544		130,186
	Other payables					3,266		2,064		291		1,589
	Accruals and deferred income					1,282,055		569,325		519,375		268,513
						1,602,072		838,384		1,726,971		1,576,073

16.	Borrowings, including lease finance					Group				Company
	Current Liabilities					31st Dec 2015		31st Dec 2014		31st Dec 2015		31st Dec 2014
						£		£		£		£
	Bank loan					2,350,000		1,000,000		-		-
						2,350,000		1,000,000		-		-
	A loan facility of £3,150,000 was made available by the Royal Bank of Scotland from the 19th September 2014 to Northacre Capital (7) Limited in respect of the property at 22 Prince Edward Mansions. The loan is available on a drawdown basis and as at 31st December 2015 £2,350,000 (2014: £1,000,000) was drawn. The loan incurs interest at 3.25% above the LIBOR rate and is charged quarterly and as at 31st December 2015 £94,941 (2014: £42,292) was accrued. The loan is due to be repaid at the earlier of the latest expiry date of the current interest period outstanding as at the date of completion of sale of the property or the date which falls 18 months after the date on which the loan is drawn. The loan is expected to be repaid in full prior to the end of the next financial year. The loan is secured via a first legal charge over the property included within inventories under the heading of work in progress, a guarantee for £120,000 given by Northacre PLC and a charge over certain cash balances. In accordance with the loan agreement further drawdowns are not permitted post 31 December 2015.

17.	Corporation tax					Group				Company
						31st Dec 2015		31st Dec 2014		31st Dec 2015		31st Dec 2014
						£		£		£		£
	Corporation tax					-		-		-		-
						-		-		-		-

18.	Future financial commitments
	Operating leases - Land and Buildings					Group				Company
						31st Dec 2015		31st Dec 2014		31st Dec 2015		31st Dec 2014
						£		£		£		£
						Land & Buildings		Land & Buildings		Land & Buildings		Land & Buildings
	Net amount payable on operating leases which expire:
	Within one year					125,062		125,062		125,062		125,062
	In two to five years					500,248		500,248		500,248		500,248
	In over five years					49,682		174,744		49,682		174,744
						674,992		800,054		674,992		800,054

						Group				Company
	Operating leases - Other					31st Dec 2015		31st Dec 2014		31st Dec 2015		31st Dec 2014
						£		£		£		£
						Other		Other		Other		Other
	Net amount payable on operating leases which expire:
	Within one year					15,080		29,148		11,420		12,920
	In two to five years					46,609		7,042		42,825		6,460
	In over five years					-		-		-		-
						61,689		36,190		54,245		19,380

19.

Capital commitments

At the reporting date there were no outstanding commitments for capital expenditure.

20.

Earnings per share

Loss per share of 2.75p (2014 profit: 0.62p) is calculated on the loss attributable to Ordinary shares of £1,156,342 (2014 profit: £264,237) divided by the weighted number of Ordinary shares in issue during the year.

Computation of basic earnings per share:

31st Dec 2015

31st Dec 2014

Net (loss)/profit

(£1,165,552)

£264,237

Weighted average number of shares outstanding

42,335,538

42,335,538

Basic (loss)/profit per share

(2.75p)

0.62p

Diluted (loss)/profit per share

(2.75p)

0.62p

There were no potentially dilutive instruments in issue during the current or preceding period. All amounts shown relate to continuing operations.

21.	Equity
	Share capital									31st Dec 2015			31st Dec 2014
											£		£
	Called up, allotted and fully paid:
	42,335,538 (2014: 42,335,538) Ordinary shares of 2.5p each										1,058,388		1,058,388
											1,058,388		1,058,388
	Share premium account and reserves												Share premium
													£
	At 1st January 2015 and 31st December 2015												22,565,287
	The share premium account represents the incremental paid up capital above the nominal value of the Ordinary shares of 2.5p issued.

 22.        Dividends

										31st Dec 2015			31st Dec 2014
											£		£
	A special dividend paid during the period of £nil (2014: 35.43p)										-		14,999,481
											-		14,999,481
	No dividends have been declared prior to the approval of these financial statements and the Board will continue to actively consider the payment of dividends.

  23.      Contingent liabilities

The Company is included in a group registration for VAT purposes and is therefore jointly and severally liable for all other group companies' VAT liabilities amounting to £92,642 (2014: £nil).

24.	Related party transactions
	Group
	The Group's related parties as defined by International Accounting Standard 24 (revised), the nature of the relationship and the amount of transactions
	with them during the period were as follows:
			Nature of		Year ended 31st Dec 2015					10 months ended 31st Dec 2014
	Related Party		Relationship		£			£		£		£		Nature of Transactions
					Total transactions in the year			Balance at the year end		Total transactions in the period		Balance at the period end
						Due (to)/from					Due (to)/from
	K. Nilsson		1		-			-		100,050		-		Consultancy fees for services
														provided for the 1 Palace Street project for the period March 2014 to December 2014. The consultancy fees were invoiced to Palace Revive Development Limited and paid by that company in the year ended 31 December 2015.
	E.B. Harris		2		30,000			(55,000)		25,000		(25,000)		Non-executive Directors' fees for
														the year to 31 December 2015 provided through E.C. Harris LLP.
	A. de Rothschild		3		-			(17,500)		-		(17,500)		Non-executive Directors' fees for
														the period July 2013 to February 2014.
	ADCM Limited		4		1,200,000			-		1,042,466		-		Consultancy fees charged for the
														year to 31 December 2015 with £1,200,000 being paid in the year.
	ADCM Limited		4		52,282			46,882		63,310		1,882		Expenses charged by ADCM
														Limited as per the consultancy agreement. £46,882 represents a credit from ADCM Limited outstanding at the year end.
	Palace Revive Development Limited		5		2,028,749			617,287		2,254,170		-		Development management fees
														invoiced for the year to 31 December 2015 as per the development management agreement. £617,287 represents the fee payable for the period January 2016 to March 2016 and was paid post year end.
	Palace Revive Development Limited		5		248,306			-		-		-		Sales agency fees charged in the
														year ended 31 December 2015 as per multiple selling agents agreements.

24.		Related party transactions (continued)
				Nature of			Year ended 31st Dec 2015						10 months ended 31st Dec 2014
		Related Party		Relationship			£				£		£				£			Nature of Transactions
							Total transactions   in the year				Balance at the year end		Total transactions in the period				Balance at the period end
									Due (to)/from							Due (to)/from
		Palace Revive		5			159,136				-		166,317				-			Expenses paid on behalf of Palace
		Development Limited																		Revive Development Limited.
		Palace Real Estate		6			-				10,000,000		1,175,360				10,000,000			Amount invested by Northacre PLC
		Partners LP																		into Palace Real Estate Partners LP to develop the 1 Palace Street project.
	Nature of Relationships
1	K.B. Nilsson is a Director of the Company.
2	E.B. Harris is a Director of the Company, and a member of E.C. Harris LLP.
3	A. de Rothschild was a Director of the Company (resigned on 11th February 2014)
4	ADCM Limited is a fully owned subsidiary of ADFG LLC, the Group's ultimate parent company.
5	Palace Revive Development Limited is a company set up to develop the 1 Palace Street Development and is controlled by ADCM Limited.
6	Palace Real Estate Partners LP is a partnership that ultimately controls Palace Revive Development Limited. Northacre PLC is a limited member of Palace Real
	Estate Partners LP.

Company

The Directors' transactions in the Company are included in the Group disclosure above. In addition to these, the Company has the following related party transactions as defined by International Accounting Standard 24 (revised).

Nature of

Year ended 31st Dec 2015

10 months ended 31st Dec 2014

Related Party

Relationship

£

£

£

£

Nature of Transactions

Total transactions in the year

Balance at the year end

Total transactions in the period

Balance at the period end

Due (to)/from

Due (to)/from

Group entities

1

266,248

-

216,712

-

Management fees receivable

in the year from Group

subsidiaries provided at arm's length.

Group entities

1

(38,901)

-

(42,655)

-

Management fees payable in

the year to Group subsidiaries  provided at arm's

length.

Nature of Relationships

1

The Group entities are wholly owned subsidiaries of the Company.

The balances at the reporting date are shown under notes 14 and 15 of the Consolidated Financial Statements.

25.     Immediate and ultimate parent undertakings

The immediate and ultimate parent undertakings are Spadille Limited, a company incorporated in Jersey, and Abu Dhabi Financial Group LLC, a company incorporated in United Arab Emirates, respectively.

 

END

 

 

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