Risk Analysis: HEMPSONS PROPERTY LIMITED (02232224)

1. Risk Rating: MEDIUM

While the company is active, compliant with filings, and carries no apparent debt, the near-total depletion of assets over a five-year period (97% decline from £311,691 in 2020 to £108 in 2025) is a material concern that warrants investigation. The risk is moderated by the likelihood that this entity functions as an ancillary vehicle within a broader group structure (Hempsons LLP), meaning the asset depletion may reflect an internal restructuring rather than operational distress.

2. Key Concerns

a) Catastrophic Asset Decline Total assets have fallen from £311,691 (June 2020) to £108 (November 2025)—a decline of approximately 99.97%. The most recent period alone saw assets drop from £90,300 to £108. While shareholders' funds equal total assets throughout (indicating no outstanding liabilities), the scale and velocity of this decline is highly unusual and suggests significant asset transfers, distributions, or write-offs that are not disclosed in micro-entity accounts.

b) Change of Accounting Reference Date and Extended Period The company changed its year-end from 30 June to 30 November, resulting in a 17-month reporting period (1 July 2024 – 30 November 2025). This change coincides with the period of most dramatic asset depletion. While there may be legitimate commercial reasons, the combination of an extended period and near-zero asset position raises questions about whether the timing was designed to obscure the trajectory of asset removal.

c) Persons with Significant Control (PSC) Opaqueness The PSC register contains only a generic "persons with significant control statement" rather than identifying actual individuals or entities. For a company with seven directors, this lack of transparency is notable and may indicate complex ownership structures or delays in compliance with PSC notification requirements.

3. Positive Indicators

• Long-established entity: Incorporated in 1988, the company has a 37-year track record, suggesting institutional stability within the Hempsons group.
• Filing compliance: Both accounts and confirmation statements are up to date with no overdue items. The latest accounts were approved and signed on 7 January 2026.
• No apparent liabilities: Shareholders' funds have consistently equalled total assets across all reported periods, indicating the company carries no debt and is not technically insolvent.
• Association with reputable practice: The entity is clearly connected to Hempsons LLP, a well-established national health and social care law firm with multiple UK offices.
• Name change signals defined purpose: The 2022 rebrand from "Hempsons Limited" to "Hempsons Property Limited" suggests a deliberate restructuring to clarify the entity's role as a property holding vehicle.

4. Due Diligence Notes

a) Asset Transfer Destination: Investigate where the assets went. The decline from £220,392 (2021) to £108 (2025) likely involves transfers to Hempsons LLP or other group entities. Request details of any inter-company transactions, especially during the 17-month period.

b) Relationship to Hempsons LLP: Clarify the exact nature of the relationship between this company and Hempsons LLP. Determine whether the LLP holds any obligations to this company, whether there are outstanding inter-company balances, and whether the property assets were transferred at fair value.

c) PSC Register Compliance: Verify whether the PSC statement reflects a genuine inability to identify controllers or an administrative failure. Given the seven directors, the corporate ownership pathway should be traceable. Consider whether control ultimately resides with the LLP members.

d) Reason for Accounting Reference Date Change: Obtain the board resolution or documentation explaining the change from 30 June to 30 November. Assess whether this aligns with the group's reporting cycle or serves another purpose.

e) Current Trading Status: Determine whether the company remains operationally active or has become a dormant shell. With only £108 in assets and a stated principal activity of "holding company," clarify what, if anything, it now holds and whether it has any ongoing revenue or purpose.

f) Director Resignation Context: Anne Patricia BALL resigned on 31 December 2025—immediately after the latest reporting period. Investigate whether this departure is connected to the asset depletion or restructuring.