224 | Just Group PLC | Annual Report and Accounts 2023
NOTES TO THE COMPANY FINANCIAL STATEMENTS continued
6. OTHER RESERVES
Year ended 31 December 2023 £m
Year ended 31 December 2022 £m
300
Merger reserve
300
(5)
Share held by trusts Total other reserves
(10)
295
290
The merger reserve is the result of a placing of 94,012,782 ordinary shares in 2019 and the acquisition of 100% of the equity of Partnership Assurance Group plc in 2016. The placing was achieved by the Company acquiring 100% of the equity of a limited company for consideration of the new ordinary shares issued. Accordingly, merger relief under Section 612 of the Companies Act 2006 applies, and share premium has not been recognised in respect of this issue of shares. The merger reserve recognised represents the premium over the nominal value of the shares issued. Consideration for the acquisition of the equity shares of Partnership Assurance Group plc consisted of a new issue of shares in the Company. Accordingly, merger relief under Section 612 of the Companies Act 2006 applies, and share premium has not been recognised in respect of this issue of shares. The merger reserve recognised represents the difference between the nominal value of the shares issued and the net assets of Partnership Assurance Group plc acquired.
7. SUBORDINATED DEBT Details of the Company’s subordinated debt are shown in note 28 to the Group financial statements.
8. RELATED PARTY TRANSACTIONS (a) Trading transactions and balances The following transactions were made with related parties during the year:
Year ended 31 December 2023 £m
Year ended 31 December 2022 £m
5
Staff costs, Directors’ remuneration, operating expenses and management fees charged
11 64 20 50
64 20
Interest on loan balances charged to Just Retirement Limited
Interest on loan balances charged to Partnership Life Assurance Company Limited
–
Dividends from Partnership Assurance Group Limited
The following balances in respect of related parties were owed by the Company at the end of the year:
2023 £m
2022 £m
(2)
Others
–
The following balances in respect of related parties were owed to the Company at the end of the year:
2023 £m 759 253
2022 £m 760 253
Loan to Just Retirement Limited (including interest)
Loan to Partnership Life Assurance Company Limited (including interest)
1 1
Others
1
Amounts owed for Group corporation tax
13
(2)
Loss allowance
–
A small loss allowance of £2m was recognised in relation to loans to related parties during the year. No loss allowance was recognised in expense in 2022. (b) Key management compensation Key management personnel comprise the Directors of the Company. Key management compensation is disclosed in note 37 to the Group financial statements. 9. COMMITMENTS The Company had £2m of capital commitments at 31 December 2023 in respect of fit-out works to be undertaken during 2024 to the Group’s replacement Belfast office (2022: nil).
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