5th Property Trading (5PT) was established in December 2005 to invest in commercial property in Poland.
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5PT is fully invested and holds 3 investments. They are:
1. Mini supermarket let to Jeronimo Martins & Rossmann, Mokotow, Warsaw
2. Mini supermarket let to MarcpolRetail S.A., Traugutta St 14, Blonie, Warsaw
3. Office building (multi let), Centrum Tulipan, Ziebicka St, Poznan
Life
31 December 2014, following a shareholder vote to extend its original life which was due to expire on 31 December 2011.
Valuation
Annually, or more frequently at the discretion of the investment adviser, First Property Asset Management Ltd (FPAM).
Dealing
It is closed to subscriptions and redemptions but a secondary market is operated by FJB Capital Advisers. The dealing price is based on the last published net asset value (NAV), adjusted for subsequent cash movements. For all enquiries please click here.
Investors
5PT was established with £3,250,000 of cash commitments, including a co-investment by First Property Group PLC of £650,000, or 20%.
Structure
For tax purposes the holding entity (topco) is incorporated as a UK Limited Liability Company (LLC).
The company was initially capitalised by way of 10% equity and 90% non interest bearing shareholder loan. The shareholder loan has now been fully repaid (with effect June 2010) from the free cash proceeds generated by the rental income of the investments. The cash used to repay the shareholder loan was not subject to income tax within the hands of the recipients.
Each investment made by the UK LLC is held via a Polish corporate entity (Sp. z o.o.) which is liable to Polish corporation tax at 19%. Following repayment of the shareholder loan the free cash generated within each Sp. z o.o. is then paid out as dividends up to shareholders in the UK LLC. Under the terms of the Finance Act 2009 these dividends are received free from any further corporation tax liability within the UK LLC, even though the rate of corporation tax is higher in the UK (28%) than it is in Poland (19%).
There is no debt at topco level (UK LLC). All debt is held directly against each asset on a non recourse basis within the Polish LLC’s (Sp. z o.o.’s).