Company Registration No. 09510990 (England and Wales)
END ORDINARY GROUP LTD
ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
END ORDINARY GROUP LTD
COMPANY INFORMATION
Directors
S Coble
I D Dulley
A J Foottit
L Franklin
M B Minale
M J Preen
J Robinson
D R Schlocker
R M Henry
(Appointed 22 March 2023)
Company number
09510990
Registered office
29 St. Peter's Street
Stamford
Lincolnshire
United Kingdom
PE9 2PF
Auditor
Azets Audit Services
2nd Floor
Regis House
45 King William Street
London
EC4R 9AN
END ORDINARY GROUP LTD
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Group statement of comprehensive income
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Company statement of cash flows
14
Notes to the financial statements
15 - 36
END ORDINARY GROUP LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2023
- 1 -

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

Fair review of the business

The results for the Group are set out on page 8 and show a consolidated profit for the financial year of £1.09m. The directors are satisfied with the trading performance for the year and are confident of future prospects. Particularly pleasing was the strong growth in North America, Middle East and Australia regions. Opening the new London Showroom, successful go live of the new European Logistics facility, developing the multiroom shopping capability showcased by the house of Buster and Punch campaign and the launch of a plethora of new products underpinned the trading performance.

 

The Group’s principle activity is that of the retail of luxury homeware products made from solid metals.

Principal risks and uncertainties

The risks set out below are considered to be the principal risks and uncertainties of the Group.

 

Strategic risk

We consider the reputation risk of potential product defects as well as theft of our intellectual property as being the key strategic risk. The necessary insurance of products as well as certification of products and sourcing through vetted suppliers mitigates the risk of product defects. Continued investment in design registrations and Intellectual property protection helps to mitigate the risk of our unique products being replicated.

 

Financial risk

The careful strategic planning before committing to new business ventures as well as key financial controls over customers and credit helps mitigate the financial risk of the business. The key risks are non-payment from customer on credit terms and failure of our key suppliers after making advanced payments.

 

Operational risk

The risk of losses caused by failed processes, systems or events that disrupt business operations are considered and mitigated through necessary controls. The key operational risks resulting from employee errors, criminal activity such as fraud, and physical events leading to supply chain disruption are among the factors that would impact the business and which are considered as part of business interruption planning.

Key performance indicators

Management’s key performance indicators are:

2023
2022
Revenue
£23.8m
£21.7m
EBITDA
£2.02m
£2.82m
ROMI
4.81
4.10
Current ratio
4.14
3.04

On behalf of the board

M J Preen
Director
12 October 2023
END ORDINARY GROUP LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2023
- 2 -

The directors present their annual report and financial statements for the year ended 31 March 2023.

Results and dividends

The results for the year are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

G D Blin
(Resigned 22 March 2023)
S Coble
I D Dulley
A J Foottit
L Franklin
M B Minale
M J Preen
J Robinson
D R Schlocker
R M Henry
(Appointed 22 March 2023)
Qualifying third party indemnity provisions

The Directors have the benefit of the indemnification provisions contained in the company’s Articles of Association and the Company has maintained throughout the year Directors and Officers liability insurance for the benefit of the Company, the Directors and its officers.

Research and development

Research and Development within the Group involving the research, testing and development of new processes for existing products and new tools and processes to support new product launches amounted to £0.1m during the year (2022: £0.3m)

Future developments

The Directors have a clear strategic plan to deliver sustainable growth in the next financial year. The three key pillars of product development, operational excellence and geographic expansion will underpin the strategy. The launch of a backlog of new products under the banner of “House of Buster and Punch, opening up of a new warehouse facility in Europe and sourcing and opening a London showroom are key to the future growth of the Group.

 

The Group continues to shape and develop its ESG agenda and have created and formed an ESG board focused on formalising and steering the group into setting clear direction and future achievable targets in the pillars of people, planet and prosperity.

Auditor

In accordance with the company's articles, a resolution proposing that Azets Audit Services be reappointed as auditor of the group will be put at a General Meeting.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

END ORDINARY GROUP LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 3 -
On behalf of the board
M J Preen
Director
12 October 2023
END ORDINARY GROUP LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2023
- 4 -

The directors are responsible for preparing the Annual Report 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). 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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

END ORDINARY GROUP LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF END ORDINARY GROUP LTD
- 5 -
Opinion

We have audited the financial statements of End Ordinary Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2023 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including 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:

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 group's and parent 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 our audit:

END ORDINARY GROUP LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF END ORDINARY GROUP LTD
- 6 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 is 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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 an auditor's report 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.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

END ORDINARY GROUP LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF END ORDINARY GROUP LTD
- 7 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

 

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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 an auditor's report 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.

Toby Mason (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
19 October 2023
Chartered Accountants
Statutory Auditor
2nd Floor
Regis House
45 King William Street
London
EC4R 9AN
END ORDINARY GROUP LTD
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2023
- 8 -
2023
2022
Notes
£
£
Turnover
3
23,832,443
21,678,406
Cost of sales
(7,518,787)
(6,320,711)
Gross profit
16,313,656
15,357,695
Distribution costs
(1,495,769)
(1,639,572)
Administrative expenses
(13,161,252)
(11,101,486)
Other operating income
2,527
8,523
Exceptional items
4
(143,749)
(120,114)
Operating profit
5
1,515,413
2,505,046
Interest receivable and similar income
9
52
36
Interest payable and similar expenses
10
(47,190)
(31,170)
Profit before taxation
1,468,275
2,473,912
Tax on profit
11
(417,568)
(291,593)
Profit for the financial year
28
1,050,707
2,182,319
Other comprehensive income
Currency translation gain taken to retained earnings
14,118
19,746
Total comprehensive income for the year
1,064,825
2,202,065
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
END ORDINARY GROUP LTD
GROUP BALANCE SHEET
AS AT
31 MARCH 2023
31 March 2023
- 9 -
2023
2022
as restated
Notes
£
£
£
£
Fixed assets
Goodwill
13
-
0
143,749
Other intangible assets
13
1,535,930
1,245,561
Total intangible assets
1,535,930
1,389,310
Tangible assets
14
399,335
257,461
1,935,265
1,646,771
Current assets
Stocks
17
10,097,769
8,384,899
Debtors
18
2,351,590
2,835,391
Cash at bank and in hand
2,270,390
3,924,920
14,719,749
15,145,210
Creditors: amounts falling due within one year
19
(3,558,932)
(4,751,055)
Net current assets
11,160,817
10,394,155
Total assets less current liabilities
13,096,082
12,040,926
Creditors: amounts falling due after more than one year
21
(44,444)
(311,111)
Provisions for liabilities
Deferred tax liability
22
67,889
45,317
(67,889)
(45,317)
Net assets
12,983,749
11,684,498
Capital and reserves
Called up share capital
25
5,500
5,500
Share premium account
26
6,733,946
6,733,946
Other reserves
27
(801,317)
(1,049,861)
Profit and loss reserves
28
7,045,620
5,994,913
Total equity
12,983,749
11,684,498
The financial statements were approved by the board of directors and authorised for issue on 12 October 2023 and are signed on its behalf by:
12 October 2023
M J Preen
Director
Company registration number 09510990 (England and Wales)
END ORDINARY GROUP LTD
COMPANY BALANCE SHEET
AS AT 31 MARCH 2023
31 March 2023
- 10 -
2023
2022
as restated
Notes
£
£
£
£
Fixed assets
Investments
15
271,377
216,637
Current assets
Debtors
18
5,387,581
5,387,581
Cash at bank and in hand
43,607
43,787
5,431,188
5,431,368
Net current assets
5,431,188
5,431,368
Net assets
5,702,565
5,648,005
Capital and reserves
Called up share capital
25
5,500
5,500
Share premium account
26
6,733,946
6,733,946
Other reserves
27
(831,423)
(1,065,849)
Profit and loss reserves
28
(205,458)
(25,592)
Total equity
5,702,565
5,648,005

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £179,866 (2022: £140 loss).

The financial statements were approved by the board of directors and authorised for issue on 12 October 2023 and are signed on its behalf by:
12 October 2023
M J Preen
Director
Company registration number 09510990 (England and Wales)
END ORDINARY GROUP LTD
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
- 11 -
Share capital
Share premium account
Own shares
Translation reserve
Share option reserve
Profit and loss reserves
Total
£
£
£
£
£
£
£
As restated for the period ended 31 March 2022:
Balance at 1 April 2021
5,500
6,733,946
(1,100,000)
(3,758)
-
3,812,594
9,448,282
Year ended 31 March 2022:
Profit for the year
-
-
-
-
-
2,182,319
2,182,319
Other comprehensive income:
Currency translation differences
-
-
-
-
-
19,746
19,746
Total comprehensive income
-
-
-
-
-
2,202,065
2,202,065
Other movements
-
-
-
19,746
34,151
(19,746)
34,151
Balance at 31 March 2022
5,500
6,733,946
(1,100,000)
15,988
34,151
5,994,913
11,684,498
Year ended 31 March 2023:
Profit for the year
-
-
-
-
-
1,050,707
1,050,707
Other comprehensive income:
Currency translation differences
-
-
-
-
-
14,118
14,118
Total comprehensive income
-
-
-
-
-
1,064,825
1,064,825
Other movements
-
-
-
14,118
234,426
(14,118)
234,426
Balance at 31 March 2023
5,500
6,733,946
(1,100,000)
30,106
268,577
7,045,620
12,983,749
END ORDINARY GROUP LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
- 12 -
Share capital
Share premium account
Own shares
Share option reserve
Profit and loss reserves
Total
£
£
£
£
£
£
As restated for the period ended 31 March 2022:
Balance at 1 April 2021
5,500
6,733,946
(1,100,000)
-
(25,452)
5,613,994
Year ended 31 March 2022:
Loss and total comprehensive income for the year
-
-
-
-
(140)
(140)
Other movements
-
-
-
34,151
-
34,151
Balance at 31 March 2022
5,500
6,733,946
(1,100,000)
34,151
(25,592)
5,648,005
Year ended 31 March 2023:
Profit and total comprehensive income
-
-
-
-
(179,866)
(179,866)
Other movements
-
-
-
234,426
-
234,426
Balance at 31 March 2023
5,500
6,733,946
(1,100,000)
268,577
(205,458)
5,702,565
END ORDINARY GROUP LTD
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2023
- 13 -
2023
2022
as restated
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
31
141,639
(2,469,205)
Interest paid
(47,190)
(31,170)
Income taxes paid
(527,813)
(159,941)
Net cash outflow from operating activities
(433,364)
(2,660,316)
Investing activities
Purchase of intangible assets
(612,151)
(1,119,205)
Purchase of tangible fixed assets
(320,227)
(191,804)
Proceeds from disposal of tangible fixed assets
723
3,712
Interest received
52
36
Net cash used in investing activities
(931,603)
(1,307,261)
Financing activities
Repayment of bank loans
(266,667)
(222,222)
Net cash used in financing activities
(266,667)
(222,222)
Net decrease in cash and cash equivalents
(1,631,634)
(4,189,799)
Cash and cash equivalents at beginning of year
3,731,017
7,903,967
Effect of foreign exchange rates
14,118
16,849
Cash and cash equivalents at end of year
2,113,501
3,731,017
Relating to:
Cash at bank and in hand
2,270,390
3,924,920
Bank overdrafts included in creditors payable within one year
(156,889)
(193,903)
END ORDINARY GROUP LTD
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2023
- 14 -
2023
2022
as restated
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
32
(180)
179,545
Investing activities
Proceeds from disposal of subsidiaries
-
0
(179,686)
Net cash used in investing activities
-
(179,686)
Net decrease in cash and cash equivalents
(180)
(141)
Cash and cash equivalents at beginning of year
43,787
43,928
Cash and cash equivalents at end of year
43,607
43,787
END ORDINARY GROUP LTD
COMPANY STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 15 -
1
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

2
Accounting policies
Company information

End Ordinary Group Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 29 St. Peter's Street, London, Lincolnshire, United Kingdom, PE9 2PF.

 

The group consists of End Ordinary Group Ltd and all of its subsidiaries.

2.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

2.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
2
Accounting policies
(Continued)
- 16 -
2.3
Basis of consolidation

The consolidated financial statements incorporate those of End Ordinary Group Ltd and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes.

 

The financial statements are made up to 31 March 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

2.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

2.5
Turnover

Turnover represents invoiced sales of design and sales of interior furnishings, excluding value added tax.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

2.6
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

 

When the likelihood of claims made for tax credits on research and development expenditure is not considered probable, no asset is recognised until confirmation has been obtained that these credits will be received by the company.

2.7
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 5 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
2
Accounting policies
(Continued)
- 17 -
2.8
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software
5 years straight line
Patents & licences
5 years straight line
Development costs
5 years straight line
2.9
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Fixtures, fittings and equipment
33% on cost

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

2.10
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

2.11
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
2
Accounting policies
(Continued)
- 18 -

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

2.12
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

2.13
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

2.14
Financial instruments

The group 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 instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements 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 asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, 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.

END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
2
Accounting policies
(Continued)
- 19 -
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end 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 group 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 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 instruments 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 group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
2
Accounting policies
(Continued)
- 20 -
Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

2.15
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

2.16
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
2
Accounting policies
(Continued)
- 21 -
2.17
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

2.18
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

2.19
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

 

The expense in relation to options over the parent company’s shares granted to employees of a subsidiary is recognised by the company as a capital contribution, and presented as an increase in the company’s investment in that subsidiary.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

 

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

The company participates in a share-based payment arrangement granted to its employees and employees of its subsidiaries. The company has elected to recognise and measure its share-based payment expense on the basis of a reasonable allocation of the expense for the group recognised in its consolidated accounts. The directors consider the number of unvested options granted to the company’s employees compared to the total unvested options granted under the group plan to be a reasonable basis for allocating the expense.

 

The expense in relation to options over the company’s shares granted to employees of a subsidiary is recognised by the company as a capital contribution, and presented as an increase in the company’s investment in that subsidiary.

2.20
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

2.21
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 22 -
3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by geographical market
UK
5,250,346
6,266,330
Europe
6,670,543
6,866,576
Americas
9,759,940
6,759,162
Asia Pacific
1,756,385
1,450,092
Other
395,229
336,246
23,832,443
21,678,406
2023
2022
£
£
Other revenue
Interest income
52
36
4
Exceptional item
2023
2022
£
£
Expenditure
Impairment of goodwill
143,749
-
IPO expenses
-
120,114
143,749
120,114

The impairment of investments charged to the Profit and Loss account has been shown as an exceptional cost as it relates to the write down in value of one subsidiary during the year.

 

Costs incurred for initial IPO procedures have been shown as exceptional items on the face of the balance sheet as they represent one off costs outside the normal course of business.

5
Operating profit
2023
2022
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange gains
(25,041)
(18,986)
Research and development costs
149,825
271,167
Depreciation of owned tangible fixed assets
177,630
140,776
(Profit)/loss on disposal of tangible fixed assets
-
0
4,211
Amortisation of intangible assets
316,298
252,913
Impairment of intangible assets
143,749
-
0
Release of negative goodwill
-
(74,791)
Loss on disposal of intangible assets
5,484
-
0
Share-based payments
234,426
34,151
Operating lease charges
305,383
193,962
END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 23 -
6
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
2,500
1,500
Audit of the financial statements of the company's subsidiaries
25,000
20,500
27,500
22,000
For other services
Taxation compliance services
10,000
4,500
All other non-audit services
7,480
9,050
17,480
13,550
7
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Directors
5
5
10
8
Sales
19
11
-
-
Customer service
16
11
-
-
Administrative
73
77
-
-
Total
113
104
10
8

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
6,279,926
4,916,732
-
0
-
0
Social security costs
677,791
706,135
-
0
-
0
Pension costs
117,555
148,445
-
0
-
0
7,075,272
5,771,312
-
0
-
0
8
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
837,838
536,714
END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
8
Directors' remuneration
(Continued)
- 24 -
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
255,200
195,150
9
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
52
36
2023
2022
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
52
36
10
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Other interest on financial liabilities
46,985
30,513
Other finance costs:
Other interest
205
657
Total finance costs
47,190
31,170
11
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
337,813
304,834
Adjustments in respect of prior periods
57,183
(22,993)
Total current tax
394,996
281,841
Deferred tax
Origination and reversal of timing differences
22,572
9,752
Total tax charge
417,568
291,593
END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
11
Taxation
(Continued)
- 25 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Profit before taxation
1,468,275
2,473,912
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2022: 19.00%)
278,972
470,043
Tax effect of expenses that are not deductible in determining taxable profit
87,417
18,936
Gains not taxable
(85,975)
-
0
Tax effect of utilisation of tax losses not previously recognised
(13,694)
-
0
Unutilised tax losses carried forward
26,491
30,285
Losses on discontinued operations not recognised
48,794
-
0
Permanent capital allowances in excess of depreciation
(60,981)
(228,073)
Share based payment charge
44,541
6,489
Effect of overseas tax rates
34,820
16,908
Under/(over) provided in prior years
57,183
(22,995)
Taxation charge
417,568
291,593
12
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2023
2022
Notes
£
£
In respect of:
Goodwill
13
143,749
-
Recognised in:
Exceptional items
143,749
-

The impairment losses in respect of goodwill are recognised as exceptional items in the profit and loss account.

END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 26 -
13
Intangible fixed assets
Group
Goodwill
Negative goodwill
Software
Patents & licences
Development costs
Total
£
£
£
£
£
£
Cost
At 1 April 2022
179,686
(373,966)
383,950
972,823
423,798
1,586,291
Additions - internally developed
-
0
-
0
241,615
13,580
-
0
255,195
Additions - separately acquired
-
0
-
0
22,714
305,122
29,120
356,956
Disposals
-
0
-
0
-
0
(5,965)
-
0
(5,965)
At 31 March 2023
179,686
(373,966)
648,279
1,285,560
452,918
2,192,477
Amortisation and impairment
At 1 April 2022
35,937
(373,966)
123,576
284,406
127,028
196,981
Amortisation charged for the year
-
0
-
0
25,497
209,093
81,708
316,298
Impairment losses
143,749
-
0
-
0
-
0
-
0
143,749
Disposals
-
0
-
0
-
0
(481)
-
0
(481)
At 31 March 2023
179,686
(373,966)
149,073
493,018
208,736
656,547
Carrying amount
At 31 March 2023
-
0
-
0
499,206
792,542
244,182
1,535,930
At 31 March 2022
143,749
-
0
260,374
688,417
296,770
1,389,310
The company had no intangible fixed assets at 31 March 2023 or 31 March 2022.

More information on impairment movements in the year is given in note 12.

END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 27 -
14
Tangible fixed assets
Group
Fixtures, fittings and equipment
£
Cost
At 1 April 2022
1,021,215
Additions
320,227
Disposals
(521,564)
At 31 March 2023
819,878
Depreciation and impairment
At 1 April 2022
763,754
Depreciation charged in the year
177,630
Eliminated in respect of disposals
(520,841)
At 31 March 2023
420,543
Carrying amount
At 31 March 2023
399,335
At 31 March 2022
257,461
The company had no tangible fixed assets at 31 March 2023 or 31 March 2022.
15
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
16
-
0
-
0
271,377
216,637
END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
15
Fixed asset investments
(Continued)
- 28 -
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 April 2022
216,637
Additions
234,426
At 31 March 2023
451,063
Impairment
At 1 April 2022
-
Impairment losses
179,686
At 31 March 2023
179,686
Carrying amount
At 31 March 2023
271,377
At 31 March 2022
216,637
16
Subsidiaries

Details of the company's subsidiaries at 31 March 2023 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Buster and Punch Limited
UK
Ordinary shares
100.00
-
Buster & Punch AB
Sweden
Ordinary shares
0
100.00
Buster Design (Shenzhen) Company Limited
China
Ordinary shares
0
100.00
Buster and Punch Australia PTY Ltd
Australia
Ordinary shares
0
100.00
End Ordinary EBT Limited
UK
Ordinary shares
100.00
-
DRS Worldwide Inc
USA
Ordinary shares
100.00
-
Buster and Punch Inc
USA
Ordinary shares
0
100.00
Buster and Punch KK
Japan
Ordinary shares
0
100.00
Buster and Punch SP Z O O
UK
Ordinary shares
0
100.00
Buster and Punch HK Limited
Hong Kong
Ordinary shares
0
100.00
17
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Finished goods and goods for resale
10,097,769
8,384,899
-
0
-
0
END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 29 -
18
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
792,000
631,535
-
0
-
0
Corporation tax recoverable
77,905
-
0
-
0
-
0
Amounts owed by group undertakings
-
-
5,386,998
5,386,998
Other debtors
715,604
163,406
583
583
Prepayments and accrued income
766,081
2,040,450
-
0
-
0
2,351,590
2,835,391
5,387,581
5,387,581
19
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
20
423,556
460,570
-
0
-
0
Trade creditors
872,132
1,967,791
-
0
-
0
Corporation tax payable
257,153
312,065
-
0
-
0
Other taxation and social security
187,332
186,289
-
-
Other creditors
1,818,759
1,824,340
-
0
-
0
3,558,932
4,751,055
-
0
-
0
20
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank loans
311,111
577,778
-
0
-
0
Bank overdrafts
156,889
193,903
-
0
-
0
468,000
771,681
-
-
Payable within one year
423,556
460,570
-
0
-
0
Payable after one year
44,444
311,111
-
0
-
0

There is no security provided for the bank loans.

Bank loans represent a Coronavirus Business Interruption Loan Scheme (CBILS), repayable by instalments over a 3 year period commencing June 2021. Interest is charged at 3.99% over the Bank of England Base Rate.

END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 30 -
21
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
20
44,444
311,111
-
0
-
0
22
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2023
2022
Group
£
£
Accelerated capital allowances
67,889
45,317
The company has no deferred tax assets or liabilities.
Group
Company
2023
2023
Movements in the year:
£
£
Liability at 1 April 2022
45,317
-
Charge to profit or loss
22,572
-
Liability at 31 March 2023
67,889
-

The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

23
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
117,555
148,445

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 31 -
24
Share-based payment transactions
Group
Number of share options
Weighted average exercise price
2023
2022
2023
2022
Number
Number
£
£
Outstanding at 1 April 2022
62,118
53,577
17.34
4.00
Granted
-
8,541
-
101.00
Forfeited
(591)
-
101.00
-
Outstanding at 31 March 2023
61,527
62,118
16.54
17.34
Exercisable at 31 March 2023
53,577
53,577
4.00
4.00

The options outstanding at 31 March 2023 had an exercise price of £12.00 and a remaining contractual life of 5 years.

Company
Number of share options
Weighted average exercise price
2023
2022
2023
2022
Number
Number
£
£
Outstanding at 1 April 2022 and 31 March 2023
53,577
53,577
4.00
4.00
Exercisable at 31 March 2023
53,577
53,577
4.00
4.00

The options outstanding at 31 March 2023 had an exercise price of £4.004, and a remaining contractual life of 9 years.

Group

The weighted average fair value of options granted in the year was determined using the Black-Scholes option pricing model. The Black-Scholes model is considered to apply the most appropriate valuation method due to the relatively short contractual lives of the options.

 

The expected life used in the model has been based on management’s best estimate, and adjusted for the effect of non-transferability, exercise restrictions, and behavioural considerations.

Group
Company
2023
2022
2023
2022
£
£
£
£
Expenses recognised in the year
Arising from equity settled share based payment transactions
234,426
34,151
-
-
END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 32 -
25
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary 'A' shares of 1p each
75,000
75,000
750
750
Ordinary 'B' shares of 1p each
8,000
8,000
80
80
Ordinary 'C' shares of 1p each
339,564
339,564
3,396
3,396
Ordinary 'D' shares of 1p each
9,000
9,000
90
90
Ordinary 'D2' shares of 1p each
6,136
6,136
61
61
Ordinary 'E' shares of 1p each
112,275
112,275
1,123
1,123
549,975
549,975
5,500
5,500
26
Share premium account
Group
Company
2023
2022
2023
2022
£
£
£
£
At the beginning and end of the year
6,733,946
6,733,946
6,733,946
6,733,946
27
Other reserves
Own shares
Translation reserve
Share option reserve
Total
Group
£
£
£
£
At the beginning of the prior year
(1,100,000)
(3,758)
-
(1,103,758)
Other movements
-
19,746
34,151
53,897
At the end of the prior year
(1,100,000)
15,988
34,151
(1,049,861)
Other movements
-
14,118
234,426
248,544
At the end of the current year
(1,100,000)
30,106
268,577
(801,317)
Own shares
Translation reserve
Share option reserve
Total
Company
£
£
£
£
At the beginning of the prior year
(1,100,000)
-
-
(1,100,000)
Other movements
-
-
34,151
34,151
At the end of the prior year
(1,100,000)
-
34,151
(2,165,849)
Other movements
-
-
234,426
234,426
At the end of the current year
(1,100,000)
-
268,577
(1,931,423)
END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
(Continued)
- 33 -

During the year ended 31 March 2021, End Ordinary EBT Limited (the "EBT"), a limited company registered in England and Wales was incorporated. The EBT is fully owned by End Ordinary Group Ltd.

 

The EBT was incorporated to hold shares in End Ordinary Group Ltd to provide benefits for the employees of the group. During the year ended 31 March 2021, the EBT purchased shares of End Ordinary Group Ltd for £1,100,000. The assets and liabilities of the EBT are reflected in these financial statements and, as a result, the equity of End Ordinary Group Ltd has been reduced by £1,100,000.

28
Profit and loss reserves
Group
Company
2023
2022
2023
2022
as restated
as restated
£
£
£
£
As restated
5,994,913
3,812,594
(25,592)
(25,452)
Profit/(loss) for the year
1,050,707
2,182,319
(179,866)
(140)
Currency translation differences
14,118
19,746
-
0
-
0
Other
(14,118)
(19,746)
-
-
At the end of the year
7,045,620
5,994,913
(205,458)
(25,592)
29
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2023
2022
2023
2022
£
£
£
£
Within one year
203,684
128,573
-
-
Between two and five years
173,981
81,557
-
-
377,665
210,130
-
-
30
Related party transactions

Group

During the year, Buster and Punch Limited paid £30,000 (£Nil) for design fees to Preen Partners Ltd, a company of which M Preen is a director. At the balance sheet date the company owed £Nil (2022: £Nil) to Preen Partners Ltd.

END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 34 -
31
Cash generated from/(absorbed by) group operations
2023
2022
£
£
Profit for the year after tax
1,050,707
2,182,319
Adjustments for:
Taxation charged
417,568
291,593
Finance costs
47,190
31,170
Investment income
(52)
(36)
(Gain)/loss on disposal of tangible fixed assets
-
4,211
Loss on disposal of intangible assets
5,484
-
0
Amortisation and impairment of intangible assets
460,047
178,122
Depreciation and impairment of tangible fixed assets
177,630
140,776
Equity settled share based payment expense
234,426
34,151
Movements in working capital:
Increase in stocks
(1,712,870)
(4,953,058)
Decrease/(increase) in debtors
561,706
(1,502,733)
(Decrease)/increase in creditors
(1,100,197)
1,124,280
Cash generated from/(absorbed by) operations
141,639
(2,469,205)
32
Cash (absorbed by)/generated from operations - company
2023
2022
£
£
Loss for the year after tax
(179,866)
(140)
Adjustments for:
Impairment of fixed asset investments
179,686
Movements in working capital:
Decrease in debtors
-
179,685
Cash (absorbed by)/generated from operations
(180)
179,545
33
Analysis of changes in net funds - group
1 April 2022
Cash flows
Exchange rate movements
31 March 2023
£
£
£
£
Cash at bank and in hand
3,924,920
(1,668,648)
14,118
2,270,390
Bank overdrafts
(193,903)
37,014
-
(156,889)
3,731,017
(1,631,634)
14,118
2,113,501
Borrowings excluding overdrafts
(577,778)
266,667
-
(311,111)
3,153,239
(1,364,967)
14,118
1,802,390
END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 35 -
34
Analysis of changes in net funds - company
1 April 2022
Cash flows
31 March 2023
£
£
£
Cash at bank and in hand
43,787
(180)
43,607
35
Prior period adjustment
Reconciliation of changes in equity - group
1 April
31 March
2021
2022
£
£
Adjustments to prior year
Share based payment reserve
-
34,151
Equity as previously reported
9,448,282
11,650,347
Equity as adjusted
9,448,282
11,684,498
Analysis of the effect upon equity
Other reserves
-
34,151
Reconciliation of changes in profit for the previous financial period
2022
£
Adjustments to prior year
Total adjustments
-
Profit as previously reported
2,182,319
Profit as adjusted
2,182,319
Reconciliation of changes in equity - company
1 April
31 March
2021
2022
£
£
Adjustments to prior year
Share based payment reserve
-
34,151
Equity as previously reported
5,613,994
5,613,854
Equity as adjusted
5,613,994
5,648,005
Analysis of the effect upon equity
Other reserves
-
34,151
END ORDINARY GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
35
Prior period adjustment
(Continued)
- 36 -
Reconciliation of changes in loss for the previous financial period
2022
£
Adjustments to prior year
Total adjustments
-
Loss as previously reported
(140)
Loss as adjusted
(140)
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