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REGISTERED NUMBER: 02455446 (England and Wales)














Strategic Report, Report of the Director and

Audited Financial Statements for the Year Ended 28 February 2023

for

VOGUE (UK) LIMITED

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)






Contents of the Financial Statements
for the year ended 28 FEBRUARY 2023




Page

Company Information 1

Strategic Report 2

Report of the Director 4

Report of the Independent Auditors 5

Statement of Income and Retained Earnings 9

Balance Sheet 10

Notes to the Financial Statements 11


VOGUE (UK) LIMITED

Company Information
for the year ended 28 FEBRUARY 2023







DIRECTOR: A D Norford





REGISTERED OFFICE: Unit 20
Strawberry Lane Industrial Estate
Strawberry Lane
Willenhall
West Midlands
WV13 3RS





REGISTERED NUMBER: 02455446 (England and Wales)





AUDITORS: Elsby & Co (Sywell) Ltd
Statutory Auditors
Thistledown Barn
Holcot Lane
Sywell
Northampton
Northamptonshire
NN6 0BG

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Strategic Report
for the year ended 28 FEBRUARY 2023

The director presents his strategic report for the year ended 28 February 2023.

REVIEW OF BUSINESS
The company is engaged in the supply of radiator and bathroom products to the heating and plumbing industry.

The company has maintained its turnover in a period of uncertainty in the marketplace, and has increased its gross profit margins. Turnover for the year was £14.2m (2022 - £13.1m for an 11 month period) with a profit before tax for the period of £878k (2022 - £533k).

Net Assets of the company increased by 34% to £2.8m (2022 - £2.0m).

PRINCIPAL RISKS AND UNCERTAINTIES
Strategic, financial, commercial, operational, social, environmental and ethical risks are all considered as part of the group's controls, which are designed to manage rather than eliminate the risk of failure to achieve business objectives. Therefore, they can only provide reasonable, not absolute, assurance against material misstatement or loss.

Although at present there are no immediate risks considered likely to have a significant impact on the short or long-term value of the company, the principal risks identified are as follows:

Liquidity risks:
The company is part of a group which relies on bank lending facilities which require it to trade within certain financial criteria. Management closely manages the financial position of the company and group and reviews future cash flows on a regular basis, in order to meet the conditions. The director is confident that the group has sufficient cash facilities to enable it to trade within its terms and to continue to meet its liabilities as they fall due.

Market risks:
Worldwide events such as Brexit and the war in Ukraine have created a position of uncertainty in consumer markets and the supply chain. The cost of living crisis has added to the uncertainty. Although to date, demand has continued to be healthy, it remains a risk that economic conditions could have a negative impact on demand for home improvement products in the future. The company has reviewed its supply chain and continues to closely monitor market conditions and trends in order to react quickly if appropriate.

Credit risks:
The group's credit risk is primarily attributable to its trade debtors. The amounts presented in the balance sheet are net of allowances for doubtful debts, estimated by the management based on prior experience, the current economic environment and specific customer issues. The company has implemented policies that require appropriate credit checks on potential customers or review of existing customer credit history before a sale is made together with having in force a credit insurance policy.

Competitive risk:
The company operates in a competitive industry where price is important. Conditions which can suddenly affect the buying price present a risk, such as exchange rates, as the company sources a significant amount of its supplies from overseas. To manage this risk, the company closely monitors foreign exchange rates and reacts accordingly.


VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Strategic Report
for the year ended 28 FEBRUARY 2023

FINANCIAL INSTRUMENTS
The Company's principal financial instruments are comprised of bank balances, invoice discounting, trade debtors and trade creditors. The main purpose of these instruments is to provide finance for the company's operations.

In respect of bank balances and asset based lending, the company manages its cashflow tightly, and monitors the relationship between these financial instruments, ensuring there are sufficient funds to meet amounts due, and that the company is operating within contractual limits.

Trade debtors and the invoice discounting facility are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers, together with insurance against bad debts.

Trade creditor risk is managed by close relationships with key suppliers and ensuring that sufficient funds are available to meet amounts due.

DEVELOPMENT AND PERFORMANCE
2023 2022 % change (pro rata)
Turnover £14.2M £13.1M -0.5%
Gross profit margin % 32.2% 28.6% +12.6%
Net profit before taxation £878K £533K +64.7%
Net assets £2.8M £2.0M +33.4%

FUTURE DEVELOPMENTS
The company intends to grow turnover through new opportunities resulting from the expansion of the group. There is a positive outlook because some key costs, such as freight and fuel, have reduced, and UK inflation appears to be reducing, which allows better control of margins.

ON BEHALF OF THE BOARD:





A D Norford - Director


31 October 2023

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Report of the Director
for the year ended 28 FEBRUARY 2023

The director presents his report with the financial statements of the company for the year ended 28 February 2023.

DIVIDENDS
No dividends will be distributed for the year ended 28 February 2023.

DIRECTOR
A D Norford held office during the whole of the period from 1 March 2022 to the date of this report.

CHANGE OF OWNERSHIP DURING THE YEAR
During the year, there has been a change to the ownership of the ultimate parent company. Further details can be found in note 24 to the accounts.

DISCLOSURE IN THE STRATEGIC REPORT
The company has chosen, in accordance with section 414C(11) of the Companies Act 2006, and as noted in the Report of the Directors, to include certain matters in its Strategic Report that would otherwise be required to be disclosed in the Report of the Directors.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES
The director is responsible for preparing the Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is 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 director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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 director is 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 he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:





A D Norford - Director


31 October 2023

Report of the Independent Auditors to the Members of
Vogue (UK) Limited

Opinion
We have audited the financial statements of Vogue (UK) Limited (the 'company') for the year ended 28 February 2023 which comprise the Statement of Income and Retained Earnings, Balance Sheet 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 28 February 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 director's 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 director with respect to going concern are described in the relevant sections of this report.

Other information
The director is responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Director, 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 Director 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 Director have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of
Vogue (UK) 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 Director.

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 director's remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of director
As explained more fully in the Statement of Director's Responsibilities set out on page four, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

Report of the Independent Auditors to the Members of
Vogue (UK) 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.

We considered the nature of the company's industry and its control environment, and discussed the Company's policies and procedures relating to fraud and compliance with laws and regulations.
We obtained an understanding of the legal and regulatory frameworks that the company operates in, and identified the key laws and regulations that:
- had a direct effect on the determination of material amounts and disclosures in the financial statements; and

-
do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's
ability to operate or to avoid a material penalty.

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

In common with all audits under ISAs ( UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

-
reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of
relevant laws and regulations described as having a direct effect on the financial statements;

-
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material
misstatement due to fraud;

-
enquiring of management concerning actual and potential litigation and claims, and instances of non-compliance with laws
and regulations.

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
Vogue (UK) 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.




Carl Elsby ACA (Senior Statutory Auditor)
for and on behalf of Elsby & Co (Sywell) Ltd
Statutory Auditors
Thistledown Barn
Holcot Lane
Sywell
Northampton
Northamptonshire
NN6 0BG

31 October 2023

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Statement of Income and
Retained Earnings
for the year ended 28 FEBRUARY 2023

Period
1.4.21
Year Ended to
28.2.23 28.2.22
Notes £    £   

TURNOVER 4 14,196,728 13,082,260

Cost of sales 9,624,443 9,347,392
GROSS PROFIT 4,572,285 3,734,868

Administrative expenses 3,686,749 3,198,687
885,536 536,181

Other operating income - 5,940
OPERATING PROFIT 6 885,536 542,121

Interest receivable and similar income - 5
885,536 542,126

Interest payable and similar expenses 7 7,796 9,422
PROFIT BEFORE TAXATION 877,740 532,704

Tax on profit 8 166,131 100,833
PROFIT FOR THE FINANCIAL YEAR 711,609 431,871

Retained earnings at beginning of year 2,046,124 1,614,253

RETAINED EARNINGS AT END OF
YEAR

2,757,733

2,046,124

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Balance Sheet
28 FEBRUARY 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 11 - -
Tangible assets 12 380,360 344,302
380,360 344,302

CURRENT ASSETS
Stocks 13 2,602,443 2,012,820
Debtors 14 3,062,704 3,941,351
Cash at bank 139,472 279,277
5,804,619 6,233,448
CREDITORS
Amounts falling due within one year 15 3,216,812 4,387,962
NET CURRENT ASSETS 2,587,807 1,845,486
TOTAL ASSETS LESS CURRENT
LIABILITIES

2,968,167

2,189,788

CREDITORS
Amounts falling due after more than one year 16 (100,751 ) (52,300 )

PROVISIONS FOR LIABILITIES 20 (89,683 ) (71,364 )
NET ASSETS 2,777,733 2,066,124

CAPITAL AND RESERVES
Called up share capital 21 10,000 10,000
Capital redemption reserve 22 10,000 10,000
Retained earnings 22 2,757,733 2,046,124
SHAREHOLDERS' FUNDS 2,777,733 2,066,124

The financial statements were approved by the director and authorised for issue on 31 October 2023 and were signed by:





A D Norford - Director


VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Notes to the Financial Statements
for the year ended 28 FEBRUARY 2023

1. STATUTORY INFORMATION

Vogue (UK) 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 Vogue UK Limited is pounds sterling.

Change in length of comparative Reporting Period
During the previous period the reporting period of UK Bespoke Products Limited was changed in order to align with the new ultimate parent company. The comparatives for the financial statements are for the reporting period 01/04/2021 to 28/02/2022, covering an 11 month period. This year's financial statements have been prepared from 01/03/2022 to 28/02/2023, covering a 12 month period. Therefore, the comparatives are not entirely comparable.

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.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of Section 7 Statement of Cash Flows;
the requirement of paragraph 3.17(d).

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all the following conditions are satisfied:
- the Company has transferred the significant risks and rewards of ownership to the buyer
- the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
- the amount of revenue can be measured reliably;
- it is probable that the economic benefits associated with the transaction will flow to the Company; and
- the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Notes to the Financial Statements - continued
for the year ended 28 FEBRUARY 2023

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.
Improvements to property - 2% on cost
Plant and machinery - 20% on reducing balance
Fixtures and fittings - 20% on reducing balance
Motor vehicles - 25% on reducing balance

Government grants
During last year, the Company received government support. The relevant accounting policy is set out below.

A government grant is recognised in the balance sheet with in other debtors when there is reasonable assurance that it will be received and that the Company will comply with the conditions attached to it. Grants are recognised with in other operating income in the Statement of Income and Retained Earnings at a point in time to match the timing of recognition of the related expenses they are intended to compensate. Refer to Note 9 for details of government grants and support received in the year.

Stocks
Stocks are stated at the lower of cost and net realisable value (being the estimated selling price less costs to complete and sell). Cost is based on the cost of purchase on a first in, first out basis after adjusting for obsolete and slow moving items. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount if reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the profit or loss.

Financial instruments
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

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 Company after deducting all of its liabilities.

(i) Financial assets and liabilities

All financial assets and liabilities are initially measured at transaction price (including transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

Debt instruments that are classified as payable or receivable within one year on initial recognition and which meet the above conditions are measured at the undiscounted amount of the cash or other consideration expected to be paid or received, net of impairment.

Other debt instruments not meeting these conditions are measured at fair value through profit or loss.

Financial assets are derecognised when and only when a) the contractual rights to the cash flows from the financial asset expire or are settled, b) the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or c) the Company, despite having retained some but not all of the significant risks and rewards of ownership, has transferred control of the asset to another party.

Financial liabilities are derecognised only when the obligation specified in the contract is discharged, cancelled or expires.

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Notes to the Financial Statements - continued
for the year ended 28 FEBRUARY 2023

2. ACCOUNTING POLICIES - continued

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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 balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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.

Functional and presentation currency
The company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period-end, foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair-value are measured using the exchange rate when fair value was determined.

Leases
Assets held under finance leases, hire purchase contracts and other similar arrangements, which confer rights and obligations similar to those attached to owned assets, are capitalised as tangible fixed assets at the fair value of the leased asset (or, if lower, the present value of the minimum lease payments as determined at the inception of the lease) and are depreciated over the shorter of the lease terms and their useful lives. The capital elements of future lease obligations are recorded as liabilities, while the interest elements are charged to the statement of comprehensive income over the period of the leases to produce a constant periodic rate of interest on the remaining balance of the liabilities.

Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Notes to the Financial Statements - continued
for the year ended 28 FEBRUARY 2023

2. ACCOUNTING POLICIES - continued

Foreign currency
Transactions in foreign currencies are recorded at the rate ruling at the date of the transactions. Assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the balance sheet date. All differences are taken to the Statement of Income and Retained Earnings.

Going Concern
These financial statements have been prepared on a going concern basis, which the director believes to be appropriate. The company is part of a group of companies and some group companies have incurred losses in this financial period. This company provides cross-company guarantees to secure group debts. The director has reviewed the latest group forecasts for the following year and has a reasonable expectation that the company and the group have adequate resources to continue in operational existence for the foreseeable future. Therefore he continues to adopt the going concern basis of accounting in preparing the annual financial statements.

3. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company's accounting policies, which are described in note 2, the director are required to make judgements, estimates and assumptions about the carrying amounts 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Critical judgements in applying the Company's accounting policies
The following are critical judgements, apart from those involving estimates (which are dealt with separately below), that the director have made in the process of applying the Company's accounting policies and that have the most significant effect on the amount recognised in the financial statements.

Impairment of assets
The director constantly review factors likely to impact the value or recoverability of assets held by the company. In conducting their review, they consider both internal and external sources of information as well as past experiences and market conditions. As far as the director are aware there are no prevailing indications that assets held without impairment require one, or where an impairment has already been made that the amount of that impairment requires adjustment.

Key sources of estimation uncertainty
The director believe there are no key assumptions concerning the future, and other key sources of estimation uncertainty, that have a significant risk of causing material adjustment to the carrying amount of assets and liabilities within the next financial year.

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Notes to the Financial Statements - continued
for the year ended 28 FEBRUARY 2023

4. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

Period
1.4.21
Year Ended to
28.2.23 28.2.22
£    £   
United Kingdom 13,152,464 12,128,644
Europe 664,106 796,839
Rest of world 380,158 156,777
14,196,728 13,082,260

5. EMPLOYEES AND DIRECTORS
Period
1.4.21
Year Ended to
28.2.23 28.2.22
£    £   
Wages and salaries 3,036,402 1,636,025
Social security costs 266,593 181,599
Other pension costs 64,491 43,682
3,367,486 1,861,306

The average number of employees during the year was as follows:
Period
1.4.21
Year Ended to
28.2.23 28.2.22

Management 2 4
Warehouse 15 22
Sales 18 5
Transport 6 -
Stock & operations 42 1
Fiance 5 3
Office 6 17
94 52

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Notes to the Financial Statements - continued
for the year ended 28 FEBRUARY 2023

5. EMPLOYEES AND DIRECTORS - continued

Period
1.4.21
Year Ended to
28.2.23 28.2.22
£    £   
Directors' remuneration - -

6. OPERATING PROFIT

The operating profit is stated after charging/(crediting):

Period
1.4.21
Year Ended to
28.2.23 28.2.22
£    £   
Depreciation - owned assets 50,402 49,606
Depreciation - assets on hire purchase contracts 26,740 7,045
Loss on disposal of fixed assets 12,300 14,452
Auditors' remuneration 46,844 24,512
Foreign exchange differences (68 ) 42,713

7. INTEREST PAYABLE AND SIMILAR EXPENSES
Period
1.4.21
Year Ended to
28.2.23 28.2.22
£    £   
Inland Revenue interest 1,669 -
Hire purchase interest 6,127 9,422
7,796 9,422

8. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
Period
1.4.21
Year Ended to
28.2.23 28.2.22
£    £   
Current tax:
UK corporation tax 147,812 29,469

Deferred tax 18,319 71,364
Tax on profit 166,131 100,833

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Notes to the Financial Statements - continued
for the year ended 28 FEBRUARY 2023

8. TAXATION - continued

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

Period
1.4.21
Year Ended to
28.2.23 28.2.22
£    £   
Profit before tax 877,740 532,704
Profit multiplied by the standard rate of corporation tax in the UK of 19% (2022 -
19%)

166,771

101,214

Effects of:
Expenses not deductible for tax purposes 1,777 10,130
Capital allowances in excess of depreciation (20,736 ) (24,251 )
Adjustments to tax charge in respect of previous periods - (57,624 )
Effect of short term timing differences (deferred tax) 18,319 71,364
Total tax charge 166,131 100,833

The Finance Act 2021 has provided for increases in the main rate of corporation tax from 19% to 25% effective from 1 April 2023.

9. GOVERNMENT GRANTS AND ASSISTANCE

Last year, the Company received government support designed to mitigate the impact of COVID-19.

In the UK, the Government has provided funding towards the salary costs of employees who have been ‘furloughed’ through the Coronavirus Job Retention Scheme. This funding meets the definition of a government grant under Section 24 Government Grants of FRS 102 and a total of £0 (2022 - £5,940) has been recorded within other income.

10. PENSION COMMITMENTS

The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge for the period amounted to £64,490.86 (2022: £43,682).

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Notes to the Financial Statements - continued
for the year ended 28 FEBRUARY 2023

11. INTANGIBLE FIXED ASSETS
Goodwill
£   
COST
At 1 March 2022
and 28 February 2023 30,000
AMORTISATION
At 1 March 2022
and 28 February 2023 30,000
NET BOOK VALUE
At 28 February 2023 -
At 28 February 2022 -

12. TANGIBLE FIXED ASSETS
Improvements Fixtures
to Plant and and Motor
property machinery fittings vehicles Totals
£    £    £    £    £   
COST
At 1 March 2022 76,606 310,280 433,309 238,976 1,059,171
Additions - - - 158,250 158,250
Disposals - - - (63,621 ) (63,621 )
At 28 February 2023 76,606 310,280 433,309 333,605 1,153,800
DEPRECIATION
At 1 March 2022 40,848 258,763 365,727 49,531 714,869
Charge for year 1,533 10,304 13,516 51,789 77,142
Eliminated on disposal - - - (18,571 ) (18,571 )
At 28 February 2023 42,381 269,067 379,243 82,749 773,440
NET BOOK VALUE
At 28 February 2023 34,225 41,213 54,066 250,856 380,360
At 28 February 2022 35,758 51,517 67,582 189,445 344,302

The net book value of tangible fixed assets includes £ 199,609 (2022 - £ 68,099 ) in respect of assets held under hire purchase contracts.

13. STOCKS
2023 2022
£    £   
Stocks 2,602,443 2,012,820

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Notes to the Financial Statements - continued
for the year ended 28 FEBRUARY 2023

14. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade debtors 1,683,774 2,235,921
Amounts owed by group undertakings 1,092,727 1,618,324
Other debtors 375 1,605
Prepayments and accrued income 285,828 85,501
3,062,704 3,941,351

Included within debtors is £2,080,760 (2022 - £2,468,523) which form part of a confidential invoice discounting facility.

15. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Other loans (see note 17) 1,064,492 1,522,309
Hire purchase contracts (see note 18) 99,592 49,151
Trade creditors 1,510,104 1,612,871
Amounts owed to group undertakings 196,325 581,189
Tax 37,093 29,469
Social security and other taxes 68,715 73,696
VAT 138,210 267,468
Other creditors 32,278 93,465
Accrued expenses 70,003 158,344
3,216,812 4,387,962

16. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
2023 2022
£    £   
Hire purchase contracts (see note 18) 100,751 52,300

17. LOANS

An analysis of the maturity of loans is given below:

2023 2022
£    £   
Amounts falling due within one year or on demand:
Confidential invoice discounting 1,064,492 1,522,309

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Notes to the Financial Statements - continued
for the year ended 28 FEBRUARY 2023

18. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Hire purchase contracts
2023 2022
£    £   
Net obligations repayable:
Within one year 99,592 49,151
Between one and five years 100,751 52,300
200,343 101,451

Non-cancellable operating leases
2023 2022
£    £   
Within one year 258,174 249,549
Between one and five years 643,287 840,275
901,461 1,089,824

Operating lease payments recognised as an expense during the year was £249,403 (2022 - £76,797).

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Notes to the Financial Statements - continued
for the year ended 28 FEBRUARY 2023

19. SECURED DEBTS

The following secured debts are included within creditors:

2023 2022
£    £   
Invoice financing creditor 1,064,492 1,522,309
Hire purchase contracts 200,343 101,451
1,264,835 1,623,760

The obligations under hire purchase contracts are secured on the assets to which they relate.

The Company has the following securities at the balance sheet date:

Shawbrook Bank Limited holds a fixed and floating charge over the assets of the Company in respect of the Brand K Group facility of up to £23.6m (2022 - £23m). The group facilities include invoice discounting over receivables of up to £21.5m (2022 - £20m), in aggregate with the inventory facility, which is up to £5m (2022 - £5m), a cashflow facility of up to £1.16m (2022 - £3m) and a hire purchase agreement with a purchase price of £1m (2022 - £1m). The cashflow facility is repayable in 36 monthly instalments. The advance rate for the invoice discounting facility is 85%. There is a group cross company guarantee in place as security for the charge. The bank also holds a right of group set-off.

Post year end, the group entered a new facility agreement up to £32.9m. It includes invoice discounting over receivables of up to £29.5m, in aggregate with the inventory facility up to £5m, a cashflow facility of up to £3.4m and a hire purchase agreement with a purchase price of £1m.

The total balances secured at the year end across the group are as follows: confidential invoice discounting facility: £14.1m (2022 - £13.5m), inventory facility: £3.2m (2022 - £2.7m), cashflow facility: £1.2m (2022 - £2.2m) and hire purchase balance: £0.7m (2022 - £0.7m).

Bridgewood Holdings Limited and SL2 Prop Co Limited hold a fixed and floating charge over all property of Summerbridge Holdings Limited, a subsidiary of Brand K Holdings Limited. Brand K Holdings Limited and its other subsidiaries act as guarantors over the loans in Summerbridge Holdings Limited, which totalled £483,659 as at 28 February 2023.

20. PROVISIONS FOR LIABILITIES
2023 2022
£    £   
Deferred tax 89,683 71,364

Deferred
tax
£   
Balance at 1 March 2022 71,364
Provided during year 18,319
Balance at 28 February 2023 89,683

VOGUE (UK) LIMITED (REGISTERED NUMBER: 02455446)

Notes to the Financial Statements - continued
for the year ended 28 FEBRUARY 2023

21. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
10,000 Ordinary 1 10,000 10,000

22. RESERVES
Capital
Retained redemption
earnings reserve Totals
£    £    £   

At 1 March 2022 2,046,124 10,000 2,056,124
Profit for the year 711,609 711,609
At 28 February 2023 2,757,733 10,000 2,767,733

23. RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group, on the grounds that consolidated financial statements for the period ended 28th February 2023 of its ultimate parent company, Brand K Holdings Limited, are publicly available.

24. ULTIMATE CONTROLLING PARTY

At 28 February 2022, the ultimate parent company was Brand K Limited, a company under the control of the board of directors, with no one individual being an ultimate controlling party. The registered office address being Thistle Down Barn, Holcot Lane, Sywell, Northampton, NN6 0BG.

On 24 August 2022, Brand K Limited was acquired by Brand K Holdings Limited, a company under the control of Alex Norford.

At 28 February 2023, the ultimate parent company was Brand K Holdings Limited. The registered office for the ultimate parent company was Thistledown Barn, Holcot Lane, Sywell, Northampton, NN6 0BG. The group accounts of Brand K Holdings Limited, which include the results of this company, can be obtained from Companies House.

At 28 February 2023, Brand K Holdings Limited was under the control of Alex Norford.