The British Land Company PLC

Financial Statements

Company Balance Sheet

Annual Report & Accounts 2007

Prepared in accordance with UK GAAP as at 31 March 2007

Company Balance Sheet UK GAAP Note 2007
£m
2006
£m
Non-current assets      
Investments and loans to subsidiaries d 28,329 14,721
Investments in joint ventures d 51 26
Other investments d 8 11
    28,388 14,758
Current assets      
Debtors g 299 252
Pension scheme asset (non-current) f 9  
Cash and short-term deposits e 9 13
    317 265
Current liabilities      
Short-term borrowings and overdrafts e (10) (102)
Creditors h (367) (95)
Amounts due to subsidiaries   (18,374) (10,167)
    (18,751) (10,364)
Net current liabilities   (18,434) (10,099)
Total assets less current liabilities   9,954 4,659
       
Non-current liabilities      
Debentures and loans e (2,916) (1,606)
Provisions for liabilities i   (3)
Pension scheme liability f   (8)
    (2,916) (1,617)
Net assets   7,038 3,042
       
Equity      
Called up share capital j 130 130
Share premium k 1,266 1,256
Other reserves k 71 (8)
Revaluation reserve k 139 143
Retained earnings k 5,432 1,521
Equity shareholders' funds   7,038 3,042
Signature of Chris Gibson-Smith, Chairman

Chris Gibson-Smith Chairman

Signature of Graham Roberts Finance Director

Graham Roberts Finance Director

Approved by the Board on 21 May 2007.

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Graham Roberts Finance Director

(a) Accounting policies

Accounting basis

The financial statements are prepared in accordance with applicable United Kingdom law and Accounting Standards (UKGAAP) and under the historical cost convention as modified by the revaluation of investment properties and fixed asset investments.

Except as set out below, the accounting policies applied by the Company are consistent with those applied by the Group, as stated in note 1 of the consolidated financial statements, and have been applied consistently throughout the current and the previous year.

Investments

Investments in joint ventures are stated at cost less provision for impairment. Investments in subsidiaries are stated at cost or directors' valuation less provision for impairment.

Deferred taxation

Deferred tax is not recognised when fixed assets are revalued unless by the balance sheet date there is a binding agreement to sell the revalued assets and the gain or loss expected to arise on the sale has been recognised in the financial statements.

A deferred tax asset is regarded as recoverable and therefore recognised only when, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.

(b) Dividends

Details of dividends paid and proposed are included in note 21 of the consolidated financial statements.

(c) Company profit for the financial year after tax

The Company has not presented its own profit and loss account as permitted by Section 230 of the Companies Act 1985. The profit after tax for the year was £3,992m (2006: £860m).

The average number of employees of the Company during the year was 192 (2006: 200). Employee costs include wages and salaries of £22m (2006: £25m), social security costs of £3m (2006: £3m) and pension costs of £nil (2006: £12m). Details of the executive directors' remuneration are disclosed in the Remuneration Report.

Audit fees in relation to the Parent Company were £0.5m (2006: £0.5m).

(d) Investments and loans to subsidiaries

  Shares in
subsidaries
£m
Loans to
subsidaries
£m
Investments
in joint
ventures
£m
Others
investments
£m
Total
£m
On 1 April 2006 7,058 7,663 26 11 14,758
Additions 37,349 2,281 25 7 39,662
Disposals (26,001)     (10) (26,011)
Reallocations 2,567 (2,567)      
Exchange fluctuations (5)       (5)
Permanent diminution (16)       (16)
31 March 2007 20,952 7,377 51 8 28,388

Shares in subsidiaries are included at cost or directors' valuation in 1977, 1995, 1997 and 1999 to 2007 inclusive; their historical cost is £21,066m (2006: £7,227m).
The amount of £51m (2006: £26m) includes £34m (2006: £8m) of loans to joint ventures by the Company. The Company has a 50% interest in The Public House Company Limited, which is registered and operates in England and Wales.
Results of the joint ventures are set out in note 11 of the consolidated financial statements.
The historical cost of other investments is £12m (2006: £14m).

The principal subsidiaries, which are wholly owned, and except where stated are registered and operate in England and Wales are:

Executive
The British Land Corporation Limited*
British Land Developments Limited
British Land Financing Limited*
British Land Properties Limited*

Finance, Investment and Management
British Land Property Management Limited
BLD Property Holdings Limited
BL European Fund Management LLP (70% Owned)
BL European Holdings Limited
BL Superstores Finance PLC
British Land (Joint Ventures) Limited
British Land Property Advisors Limited
Broadgate Financing PLC
Meadowhall Finance PLC
Property
1 & 4 & 7 Triton Limited
122 Leadenhall St Limited
2 Plantation Place Limited
201 Bishopsgate Limited
350 Euston Road Limited
51 Lime St Limited
BF Propco (No 10) Limited
BLD Properties Limited
British Land Industrial Limited
British Land In Town Retail Limited
British Land Leisure Limited
British Land Offices (Non-City) Limited
British Land Retail Warehouses Limited
British Land Superstores (Non-Securitised) Limited
Broadgate (PHC 1) Limited
Broadgate (PHC 2) Limited
Broadgate (PHC 3) Limited
Broadgate (PHC 4) Limited
Broadgate (PHC 5) 2005 Limited
Broadgate (PHC 6) 2005 Limited
Broadgate (PHC 7) Limited
Broadgate (PHC 8) Limited
Broadgate (PHC 9) Limited
Broadgate (PHC 11) 2005 Limited
Broadgate (PHC 14) Limited
Broadgate (PHC 15a) Limited
Broadgate (PHC 16) 2005 Limited
City Wall (Holdings) Limited
Eastgate Shopping Centre Basildon Limited
Euston Tower Limited
Meadowhall Limited Partnership (Jersey)
Peacocks Centre Limited
Pillar Denton Limited
Ropemaker Place Unit Trust (Jersey)
Stockton Retail Park Limited
The Mary Street Estate Limited
The Retail and Warehouse Company Limited
York House W1 Limited

* Direct subsidiaries of the Company.

(e) Net debt
  2007
£m
2006
£m
Secured on the assets of the Company    
5.264% First Mortgage Debenture Bonds 2035 327  
5.0055% First Mortgage Amortising Debentures 2035 106  
8.875% First Mortgage Debenture Bonds 2035   247
5.357% First Mortgage Debenture Bonds 2028 307  
9.375% First Mortgage Debenture Stock 2028   197
10.50% First Mortgage Debenture Stock 2019/24   13
11.375% First Mortgage Debenture Stock 2019/24   20
6.75% First Mortgage Debenture Bonds 2020 224  
6.75% First Mortgage Debenture Bonds 2011 103  
Floating Rate Secured Loan Notes 2035 256  
  1,323 477
Unsecured    
5.50% Senior Notes 2027 98  
6.30% Senior US Dollar Notes 20151 78 88
10.25% Bonds 2012 2 2
7.35% Senior US Dollar Notes 20071   92
Bank loans and overdrafts 1,425 1,049
  1,603 1,231
Gross debt 2,926 1,708
Interest rate derivatives: liabilities 19 37
Interest rate derivatives: assets (62) (24)
  2,883 1,721
Cash and short-term deposits (9) (13)
Net debt 2,874 1,708

1 Principal and interest on these borrowings were fully hedged into Sterling at the time of issue.

  2007
£m
2006
£m
Repayable within one year and on demand 10 102
between:   one and two years 53 10
two and five years 1,136 1,003
five and ten years 689 114
ten and fifteen years 213  
fifteen and twenty years 106 32
twenty and twenty five years 342 198
twenty five and thirty years 377 249
  2,916 1,606
Gross debt 2,926 1,708
Interest rate derivatives (43) 13
Cash and short-term deposits (9) (13)
Net debt 2,874 1,708

(f) Pension

The Company's pension scheme is the principal pension scheme of the Group and details are set out in note 9 of the consolidated financial statements.

(g) Debtors

  2007
£m
2006
£m
Trade and other debtors 5 4
Amounts owed by subsidiaries 232 208
Corporation tax   16
Interest rate derivative assets* 62 24
  299 252

(h) Creditors

  2007
£m
2006
£m
Trade creditors 1 1
Amounts due to joint ventures 27 26
Corporation tax 249  
Other taxation and social security 12 6
Accruals and deferred income 59 25
Interest rate derivative liabilities* 19 37
  367 95

* Includes contracted cash flow with a maturity greater than one year at fair value.

(i) Provision for liabilities

  Deferred tax
2007
£m
2006
£m
At 1 April 2006 3 2
Charged to the profit and loss account (3) 1
At 31 March 2007   3
Deferred tax is provided as follows    
Temporary differences   3
    3

(j) Share capital
The authorised share capital, being 25p ordinary shares, was 800,000,000 at 31 March 2007 (2006: 800,000,000).

  £m Ordinary shares
of 25p each
Issued, called and fully paid    
At 1 April 2006 130 519,185,289
Issues   2,113,068
At 31 March 2007 130 521,298,357

Details of outstanding share options, restricted and performance shares awarded to employees including executive directors are given in notes 8 and 20 of the consolidated financial statements.

(k) Share capital and reserves

  Share
capital
£m
Share
premium
£m
Other
reserves
£m
Revaluation
reserve
£m
Profit
and loss
account
£m
Total
£m
At 31 March 2006 130 1,256 (8) 143 1,521 3,042
Share issues   10       10
Dividends paid         (91) (91)
Purchase of ESOP shares         (16) (16)
Adjustment for share and share option awards         18 18
Pension scheme movements         8 8
Retained profit for year         3,992 3,992
Derivatives valuation movement     79     79
Exchange movements on net investments       (4)   (4)
At 31 March 2007 130 1,266 71 139 5,432 7,038

(l) Contingent liabilities, capital commitments and related party transactions

At 31 March 2007, the Company had no contingent liabilities for guarantees to third parties (2006: £nil). The Company also had no capital commitments (2006: £nil).

The Company has used the exemption under FRS 8 where disclosure is not required of transactions with fellow subsidiary undertakings 90% or more of whose voting rights are controlled within the Group.

Related party transactions are the same for the Company as for the Group. For details refer to note 25 of the consolidated financial statements.

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Report of the Auditors

Independent Auditors' Report to the Members of The British Land Company PLC

We have audited the individual Company financial statements of The British Land Company PLC for the year ended 31 March 2007 which comprise the balance sheet and the related notes a to l. These individual Company financial statements have been prepared under the accounting policies set out therein.

We have reported separately on the Group financial statements of The British Land Company PLC for the year ended 31 March 2007 and on the information in the directors' remuneration report that is described as having been audited.

This report is made solely to the Company's members, as a body, in accordance with section 235 of the Companies Act 1985. 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 auditors' 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 auditors

The directors' responsibilities for preparing the annual report and the individual Company financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice) are set out in the statement of directors' responsibilities.

Our responsibility is to audit the individual Company financial statements in accordance with relevant legal and regulatory requirements and International Standards on Auditing (UK and Ireland).

We report to you our opinion as to whether the individual Company financial statements give a true and fair view and whether the individual Company financial statements have been properly prepared in accordance with the Companies Act 1985. We also report to you whether in our opinion the directors' report is consistent with the individual Company financial statements. The information given in the directors' report includes that specific information presented in the operating and financial review that is cross-referred from the business review section of the directors' report.

In addition we report to you if, in our opinion, the Company has not kept proper accounting records, if we have not received all the information and explanations we require for our audit, or if information specified by law regarding directors' remuneration and other transactions is not disclosed.

We read the other information contained in the Annual Report as described in the contents section and consider whether it is consistent with the audited individual Company financial statements. We consider the implications for our report if we become aware of any apparent misstatements or material inconsistencies with the individual Company financial statements. Our responsibilities do not extend to any further information outside the Annual Report.

Basis of audit opinion

We conducted our audit in accordance with International Standards on Auditing (UK and Ireland) issued by the Auditing Practices Board. An audit includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the individual Company financial statements. It also includes an assessment of the significant estimates and judgements made by the directors in the preparation of the individual Company financial statements, and of whether the accounting policies are appropriate to the Company's circumstances, consistently applied and adequately disclosed.

We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the individual Company financial statements are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion we also evaluated the overall adequacy of the presentation of information in the individual Company financial statements.

Opinion

In our opinion:

  • the individual Company financial statements give a true and fair view, in accordance with United Kingdom Generally Accepted Accounting Practice, of the state of the Company's affairs as at 31 March 2007 and of its profit for the year then ended;
  • the individual Company financial have been properly prepared in accordance with the Companies Act 1985; and
  • the information given in the directors' report is consistent with the individual Company financial statements.

Endorsed by Deloitte & Touche LLP, Chartered Accountants and Registered Auditors

Deloitte & Touche LLP
Chartered Accountants and Registered Auditors

London
21 May 2007

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