Investment Risk Analysis: 27 WHITELEY ROAD LIMITED

1. Risk Rating: LOW

Justification: This entity is a dormant company limited by guarantee with no assets, liabilities, or trading activity. It has maintained consistent dormant status for over a decade with up-to-date filings. The primary concern is a regulatory filing inconsistency regarding PSC declarations, but this does not indicate financial distress. The company poses minimal solvency or liquidity risk as it carries no obligations, though its utility as an investment target is effectively nil.

2. Key Concerns

Concern 1: PSC Register Filing Inconsistency The PSC register declares that Mr Christopher Orr owns "between 25% and 50% of the company's shares" and holds corresponding voting rights. However, the company is limited by guarantee with no share capital. This is a material filing error that conflicts with the company's constitutional structure and may constitute a breach of the PSC registration requirements under the Companies Act 2006.

Concern 2: Dormant Status vs. Stated Business Activity The company has been dormant since incorporation (2008) yet its SIC code (68209) classifies it under "letting and operating of own or leased real estate." While common for residents' management companies that hold freehold interests in trust, the complete absence of any assets—including property—on the balance sheet for 10+ years raises questions about whether the intended business purpose is being fulfilled or whether relevant interests are held outside the entity.

Concern 3: Unclear Governance Structure Mr Stephen Ben Hull is listed as having "significant influence or control" but is not recorded as a director or officer. With a recently resigned secretary (Katherine HILL, resigned November 2025) and only two directors, the governance and control dynamics are opaque. The relationship between the PSCs and the company's agent arrangement is unclear from available data.

3. Positive Indicators

• Regulatory Compliance on Filings: Accounts and confirmation statements are current with no overdue status, suggesting the directors maintain basic administrative discipline.
• Longevity and Stability: The company has been active since 2008 with no history of liquidation, administration, or dissolution proceedings—indicating no creditor actions or regulatory enforcement.
• No Financial Liabilities: With £0 net assets and £0 liabilities consistently, there is no evidence of creditor exposure, default risk, or trading losses that could create contingent obligations.
• Agent Disclosure: The accounts explicitly state the company "acted as agent for a person," which is transparent about its operational structure and limits its financial exposure.

4. Due Diligence Notes

Item 1: PSC Register Correction The PSC filing must be amended immediately. For a company limited by guarantee, share ownership thresholds are inapplicable. Mr Orr's control should likely be recorded under "right to appoint/remove directors" or "significant influence or control" rather than share ownership. Verify whether a correction has been initiated.

Item 2: Underlying Property Interests Determine whether this entity holds any property interests outside the balance sheet (e.g., as trustee or nominee). The registered address at "Basement Flat, 27 Whiteley Road" and the real estate SIC code strongly suggest this is a residents' management company. Investigate Land Registry records to establish who holds the freehold title and whether lease arrangements exist.

Item 3: Relationship to Mr Stephen Ben Hull Clarify the nature of Mr Hull's "significant influence or control" given he is not an officer. Understand whether he is a leaseholder, freeholder, or connected party directing company decisions informally.

Item 4: Purpose and Viability Assess whether the company is fit for its intended purpose. If it is meant to manage property but remains permanently dormant with no assets, question whether the structure provides adequate governance for the property it ostensibly serves, or whether a different entity is performing the management function.

Item 5: Director Disqualification Checks No disqualification records are visible in the provided data, but standard due diligence should include verification through the Insolvency Service register for both current directors.