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REGISTERED NUMBER: 00774654 (England and Wales)






















STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2023

FOR

J S STOKES AND CO LIMITED

J S STOKES AND CO LIMITED (REGISTERED NUMBER: 00774654)






CONTENTS OF THE FINANCIAL STATEMENTS
for the Year Ended 31 March 2023




Page

Company Information 1

Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 4

Statement of Comprehensive Income 8

Statement of Financial Position 9

Statement of Changes in Equity 10

Notes to the Financial Statements 11


J S STOKES AND CO LIMITED

COMPANY INFORMATION
for the Year Ended 31 March 2023







DIRECTORS: Mrs K Tyrer
Mrs N M Martin
Mrs S J O'Donnell





SECRETARY: Mrs K Tyrer





REGISTERED OFFICE: Douglas Bank House
Wigan Lane
Wigan
Lancashire
WN1 2TB





REGISTERED NUMBER: 00774654 (England and Wales)





AUDITORS: Fairhurst
Statutory Auditor
Chartered Accountants
Douglas Bank House
Wigan Lane
Wigan
Lancashire
WN1 2TB

J S STOKES AND CO LIMITED (REGISTERED NUMBER: 00774654)

STRATEGIC REPORT
for the Year Ended 31 March 2023

The directors present the strategic report for the year ended 31 March 2023.

J S Stokes and Co Limited is a holding company and parent of the two trading companies, Sage Cottage Properties Limited and J S Stokes Properties Limited.

The company is a wholly owned subsidiary of J S Stokes Holdings Limited. A full strategic report, including a fair review of the business, an analysis of principal risks and a summary of future developments has been prepared for the group containing J S Stokes and Co Limited and is disclosed in the consolidated financial statements of J S Stokes Holdings Limited.

ON BEHALF OF THE BOARD:





Mrs S J O'Donnell - Director


10 October 2023

J S STOKES AND CO LIMITED (REGISTERED NUMBER: 00774654)

REPORT OF THE DIRECTORS
for the Year Ended 31 March 2023

The directors present their report with the financial statements of the company for the year ended 31 March 2023.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of a holding company.

DIVIDENDS
The total distribution of dividends for the year ended 31 March 2023 will be £ 10,509 .

DIRECTORS
The directors shown below have held office during the whole of the period from 1 April 2022 to the date of this report.

Mrs K Tyrer
Mrs N M Martin
Mrs S J O'Donnell

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-select suitable accounting policies and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that she ought to have taken as a director in order to make herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:





Mrs S J O'Donnell - Director


10 October 2023

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
J S STOKES AND CO LIMITED

Opinion
We have audited the financial statements of J S Stokes and Co Limited (the 'company') for the year ended 31 March 2023 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 March 2023 and of its profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
J S STOKES AND CO LIMITED


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
J S STOKES AND CO LIMITED


Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows;

- The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations.
- We identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the company's trading sector.
- We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, environmental and health and safety legislation.
- We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
- Identified laws and regulations were communicated within the engagement team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining and understanding of how fraud might occur, by;

- Making enquires of management as to where they considered susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
- Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we;

- Tested journal entries to identify unusual transactions.
- Assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
- Investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to;

- Agreeing financial statement disclosures to underlying supporting documentation,
- Reading minutes of meetings of those charged with governance.
- Enquiring of management as to actual and potential litigation and claims; and,
- Reviewing the correspondence with HMRC and any other relevant regulators and advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from the financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
J S STOKES AND CO LIMITED


Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. 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 a Report of the Auditors 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.




Gary Edgerton FCA Cert PFS (Senior Statutory Auditor)
for and on behalf of Fairhurst
Statutory Auditor
Chartered Accountants
Douglas Bank House
Wigan Lane
Wigan
Lancashire
WN1 2TB

10 October 2023

J S STOKES AND CO LIMITED (REGISTERED NUMBER: 00774654)

STATEMENT OF COMPREHENSIVE
INCOME
for the Year Ended 31 March 2023

2023 2022
Notes £    £   

TURNOVER - -
- -

Income from shares in group undertakings 10,509 10,509
PROFIT BEFORE TAXATION 10,509 10,509

Tax on profit 4 - -
PROFIT FOR THE FINANCIAL YEAR 10,509 10,509

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

10,509

10,509

J S STOKES AND CO LIMITED (REGISTERED NUMBER: 00774654)

STATEMENT OF FINANCIAL POSITION
31 March 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Investments 6 300 300

CURRENT ASSETS
Debtors 7 195,257 195,257

CREDITORS
Amounts falling due within one year 8 168,628 168,628
NET CURRENT ASSETS 26,629 26,629
TOTAL ASSETS LESS CURRENT
LIABILITIES

26,929

26,929

CAPITAL AND RESERVES
Called up share capital 9 18,000 18,000
Retained earnings 10 8,929 8,929
SHAREHOLDERS' FUNDS 26,929 26,929

The financial statements were approved by the Board of Directors and authorised for issue on 10 October 2023 and were signed on its behalf by:





Mrs S J O'Donnell - Director


J S STOKES AND CO LIMITED (REGISTERED NUMBER: 00774654)

STATEMENT OF CHANGES IN EQUITY
for the Year Ended 31 March 2023

Called up
share Retained Total
capital earnings equity
£    £    £   

Balance at 1 April 2021 18,000 8,929 26,929

Changes in equity
Dividends - (10,509 ) (10,509 )
Total comprehensive income - 10,509 10,509
Balance at 31 March 2022 18,000 8,929 26,929

Changes in equity
Dividends - (10,509 ) (10,509 )
Total comprehensive income - 10,509 10,509
Balance at 31 March 2023 18,000 8,929 26,929

J S STOKES AND CO LIMITED (REGISTERED NUMBER: 00774654)

NOTES TO THE FINANCIAL STATEMENTS
for the Year Ended 31 March 2023

1. STATUTORY INFORMATION

J S Stokes and Co Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).


2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The principle accounting policies adopted in the preparation of the financial statements are set out below.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements;

> Section 3 'Financial Statement Presentation' - Paragraph 3.17 (d).
> Section 4 'Statement of Financial Position' - Reconciliation of the opening and closing number of shares.
> Section 7 'Statement of Cash Flows' - Presentation of a statement of cash flow and related notes and disclosures.
> Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instrument Issues' - Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument, basis of determining fair values, details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes, recognised in profit or loss and in other comprehensive income.
> Section 33 'Related Party Disclosures' - Compensation for key management personnel.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

J S Stokes and Co Limited is a wholly owned subsidiary of J S Stokes Holdings Limited and the results of J S Stokes and Co Limited are included in the consolidated financial statements of J S Stokes Holdings Limited which are available from Companies House.

J S STOKES AND CO LIMITED (REGISTERED NUMBER: 00774654)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 March 2023

2. ACCOUNTING POLICIES - continued

Financial instruments
The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

Financial instuments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statement, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the assets and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include loans to group companies, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets
Financial assets, other than those held at fair value through profit or loss, are assessed for indicators of impairment at each reporting date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has been transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities
Financial liabilities and equity instuments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities
Basic financial liabilities, including loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at the market rate of interest. Financial liabilities classed as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Derecognition of financial liabilities
Financial liabilities are derecognised when the company's contractual obligations expire or are discharged or cancelled.

Equity instruments

J S STOKES AND CO LIMITED (REGISTERED NUMBER: 00774654)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 March 2023

2. ACCOUNTING POLICIES - continued
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Profit and loss account
The company has not traded during the year or the preceding financial period. During this time the company received no income and incurred no expenditure and therefore no profit and loss is presented in these financial statements.

Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

3. EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 March 2023 nor for the year ended 31 March 2022.

The average number of employees during the year was as follows:
2023 2022

Directors 3 3

2023 2022
£    £   
Directors' remuneration - -

All directors' renumeration was occurred in Sage Cottage Properties Limited, a subsidiary company.

J S STOKES AND CO LIMITED (REGISTERED NUMBER: 00774654)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 March 2023

4. TAXATION

Analysis of the tax charge
No liability to UK corporation tax arose for the year ended 31 March 2023 nor for the year ended 31 March 2022.

5. DIVIDENDS
2023 2022
£    £   
Ordinary 'A' Voting shares of £1 each
Interim 10,509 10,509

6. FIXED ASSET INVESTMENTS
Unlisted
investments
£   
COST
At 1 April 2022
and 31 March 2023 300
NET BOOK VALUE
At 31 March 2023 300
At 31 March 2022 300

The company's investments at the Statement of Financial Position date in the share capital of companies include the following:

Sage Cottage Properties Limited
Registered office: England
Nature of business: Hotel, restaurant, golf and leisure club
%
Class of shares: holding
£1 Ordinary 100.00
2023 2022
£    £   
Aggregate capital and reserves 572,458 449,655
Profit for the year 133,312 330,287

J.S. Stokes Properties Limited
Registered office: England
Nature of business: Property Company
%
Class of shares: holding
£1 Ordinary 100.00
2023 2022
£    £   
Aggregate capital and reserves 5,809,427 5,809,427

J S STOKES AND CO LIMITED (REGISTERED NUMBER: 00774654)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 March 2023

6. FIXED ASSET INVESTMENTS - continued

Harchris Limited
Registered office: England
Nature of business: Dormant company
%
Class of shares: holding
£1 Ordinary 100.00
2023 2022
£    £   
Aggregate capital and reserves 100 100

7. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Amounts owed by group undertakings 192,108 192,108
Other debtors 3,149 3,149
195,257 195,257

8. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Amounts owed to group undertakings 84,953 81,538
Social security and other taxes 80,527 83,942
Other creditors 3,148 3,148
168,628 168,628

9. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
18,000 Ordinary £1 18,000 18,000

Ordinary shares have full voting rights in respect of dividends and distributions.

10. RESERVES
Retained
earnings
£   

At 1 April 2022 8,929
Profit for the year 10,509
Dividends (10,509 )
At 31 March 2023 8,929

Retained earnings is a distributable reserve representing all current and prior period retained profits and losses.

J S STOKES AND CO LIMITED (REGISTERED NUMBER: 00774654)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 March 2023

11. FINANCIAL COMMITMENTS, GUARANTEES AND CONTINGENT LIABILITIES

There is a cross guarantee structure between the following companies:

a. J S Stokes and Co Limited
b. Sage Cottage Properties Limited
c. J S Stokes Properties Limited

The right of set-off is incorporated in the bank's standard form of legal mortgage/debenture.

12. CONTROLLING PARTY

During the current and prior year the company was a wholly owned subsidiary of J S Stokes Holdings Limited.

J.S.Stokes Holdings Limited is controlled by Mrs K Tyrer and her close family by virtue of their majority shareholding in the company.

Group financial statements are available from Companies House, Crown Way, Cardiff, CF14 3UZ.