Annual report & consolidated financial statements 2024

Page 4


2024

2023


£

£

C C Johnson



Opening balances

3,123,798

2,938,382

Loan repayments

(993,297)

(63,255)

Personal drawings

(15,283)

(19,587)

Capital injected

104,600

268,258

Balance carried forward

2,219,818

3,123,798




J Dubois



Opening balances

0

100,000

Loan repayments

0

(100,000)

Balance carried forward

0

0




P Treadaway



Opening balances

(36,849)


Drawn in year

(120)

(36,849)

Closing balance

(36,849)

(36,849)




Mr C Johnson’s Loan bore interest during the year at 5% (2023: 5% pa), but he has chosen to forego the interest as he did in 2023. Mr C Johnson was due interest of £nil in the year (2023: £nil). Mr C Johnson is no longer a Director of Trafalgar Property Group Plc, but remains a director of other entities to the Group and remains a shareholder. Mr Dubois’s Loan, which is from his Pension Fund of which he is the sole beneficiary, was paid interest of £nil (2023: £1,559) at 12% pa interest (2022: 12% pa). This loan was fully repaid on 16th May 2022.

Mr. G. Howard (son-in-law to Mr. C Johnson) had previously advanced loans of £560,000 (2023: £560,000) to the Company at rates of 10% & 5% per annum (2023: 10% & 5% pa)

During the year rents were paid of £9,142 (2023: £10,000) to the Combe Bank Homes Pension Scheme which owns the freehold offices at Chequers Barn. Mr C Johnson is a Trustee and Beneficiary of that Pension Scheme.

During the year payments amounting to £1,938 (2023: £15,900 ) were made to Real Time Accounting Ltd for bookkeeping services. Gary Thorneycroft is a majority shareholder and director of Real Time Accounting Ltd.

During the year payments amounting to £nil (2023: £12,000) were made to May Barn Horticultural Consultancy Ltd, for hydroponic consultancy services, a company that Dr P Challinor was a director and major shareholder During the year it was agreed to write-off the balance due to May Barn of £18,333 for the hydroponic assets owned by Dr P Challinor on the basis that both parties have agreed to waive the amount payable.

16. SHARE WARRANTS

Following the conversion of the 2022 CLN with Mr C Johnson the warrants attaching to that CLN have now expired and there are no warrants remaining.

17. CAPITAL CONTRIBUTION RESERVE

The capital contribution reserve of £400,147 (2023: £400,147 ) related to the renegotiation of interest accruing on loans from Mr G Howard to below market rate terms. Interest was reduced from 10% pa to 5% pa for the entire term of the loans and is now non compound.

As Mr. G Howard is related to Mr. C Johnson, a related party, a Capital Reserve was created. In the current year, a further provision of £nil (2023:242,370) was recognized as a result of Mr. Howard waiving all interest due on the loan outstanding.

18. CATEGORIES OF FINANCIAL INSTRUMENTS

All financial instruments are measured under IFRS 9 at amortised cost.

Financial Risk Management

The Group and Company’s financial instruments comprise investments designated at fair value through profit or loss, cash and various items such as trade and other receivables, and trade and other payables, all of which arise directly from its normal operations. The carrying values of all of the Group and Company’s financial instruments approximate their fair values at 31 March 2024 and 31 March 2023. The Accounting Policies outlines how the financial instruments are measured.

Through its normal operations the Group is exposed to a number of financial risks. The Board reviews and agrees policies for managing each of these risks as summarised below:

Capital risk management

The Group considers its capital to comprise its share capital and share premium. The Group’s capital management objectives are to safeguard the entity’s ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders and to provide an adequate return to shareholders by pricing products and services commensurately with the level of risk.

Significant Accounting Policies

Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and convertible debt are disclosed on these pages to these financial statements

Foreign currency risk

The Group has minimal exposure to the differing types of foreign currency risk. It has no foreign currency denominated monetary assets or liabilities and does not make sales or purchases from overseas countries.

Interest rate risk

The Group is sensitive to changes in interest rates where interest is charged on a variable rate basis. This risk has been minimized by:

Credit risk management

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. There is limited exposure due to no trade receivables and that the primary exposure relates to cash and cash equivalents, which are all deposited with reputable banks.

Liquidity risk management

This is the risk of the Group not being able to continue to operate as a going concern. The sale of the completed Speldhurst property, that is on the balance sheet at cost, will provide cash flow to the business. The new project at Talbot Park, once planning permission is granted, is expected to provide a good profit as it will allow two properties to be built and sold. Current financing is provided by external financial institutions supported by Mr C Johnson.

The Directors have, after careful consideration of the risks above, concluded that it is appropriate to adopt the going concern basis for the preparation of the financial statements and the financial statements do not include any adjustments that would result if the going concern basis was not appropriate.

Derivative financial instruments

The Group does not currently use derivative financial instruments as hedging is not considered necessary.

Should the Group identify a requirement for the future use of such financial instruments, a comprehensive set of policies and systems as approved by the Directors will be implemented.

15. RELATED PARTY TRANSACTIONS

Mr C Johnson, a subsidiary Director who served during the year, held 18,681,580 ordinary 0.1p shares in the Group as at 31 March 2024 (2023 18,681,580 ordinary 0.1p).

Mr N Lott, who served as a Director during the year, held 50,000 ordinary 0.1p shares in the Group as at 31 March 2024 (2023: 50,000 ordinary 0.1p).

Mr P Treadaway who served as a Director during the year, held 133,409,829 ordinary 0.1p shares in the Group as at 31 March 2024 (2023: 19,733,466 ordinary 0.1p).

Mr G Thorneycroft who served as a Director during the year, held 23,327,273 ordinary 0.1p shares in the Group as at 31 March 2024 (2023: 600,000 ordinary 0.1p).

Further details relating to warrants can be found under note 16.

The following working capital loans have been provided by the following Directors:


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Issued, allotted and fully paid

2024

2023


£

£

Ordinary shares b/fwd

275,852

142,519

Deferred shares b/fwd

2,584,298

2584298

Issued in year - Ordinary shares

377,250

133,333

Issued in year - deferred shares

0

0


3,237,400

2,860,150

For the purpose of preparing the consolidated financial statement of the Group, share capital represents the nominal value of the issued share capital of 0.1p per share (2023: 0.1p per share). Share premium represents the excess over nominal value of the fair value consideration received for equity shares net of expenses plus deferred shares of 0.9p after issued share capital of 1p.