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REGISTERED NUMBER: 11716789 (England and Wales)














Strategic Report, Report of the Director and

Audited Financial Statements for the Year Ended 28 February 2023

for

BRAND K LTD

BRAND K LTD (REGISTERED NUMBER: 11716789)






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




Page

Company Information 1

Strategic Report 2

Report of the Director 5

Report of the Independent Auditors 6

Statement of Income and Retained Earnings 9

Balance Sheet 10

Notes to the Financial Statements 11


BRAND K LTD

Company Information
for the year ended 28 FEBRUARY 2023







DIRECTOR: A D Norford





REGISTERED OFFICE: Thistle Down Barn
Holcot Lane
Sywell
Northampton
Northamptonshire
NN6 0BG





REGISTERED NUMBER: 11716789 (England and Wales)





AUDITORS: Just Audit Limited
Chartered Accountants
& Statutory Auditors
Strelley Hall, Strelley
Nottingham
NG8 6PE

BRAND K LTD (REGISTERED NUMBER: 11716789)

Strategic Report
for the year ended 28 FEBRUARY 2023

The director presents his strategic report for the year ended 28 February 2023. The director in preparing the strategic report has complied with s414c of the Companies Act 2006.

REVIEW OF BUSINESS
On 24 August 2022, a new holding company was established (Brand K Holdings Ltd), which acquired all of the shares in Brand K Ltd. As a result, this company is not required to publish consolidated accounts as its holding company is required to do so.

The Company continues to be principally a holding company which also provides central management services to the Group. The company has received income from dividends and management charges during the year. Its main costs are in the provision of management, financing and strategic services across the Group. The director is pleased with the results of the year which show profit after tax of £780,322 and net assets of £343,741.

PRINCIPAL RISKS AND UNCERTAINTIES
Strategic, financial, commercial, operational, social, environmental and ethical risks are all considered as part of the company'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 the same as applicable to the group which are as follows:

Competitive risk:
The Group 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 Group sources a significant amount of its supplies from overseas. To manage this risk, the Group trades with its largest supplier in sterling, and it forward purchases foreign currency which allows it to withstand sudden changes. Additionally, the group is set up to supply small quantities with next day delivery, enabling customers to make smaller, more frequent orders, meaning that the group has an advantage in turbulent market conditions.

Liquidity risks:
The company relies on bank lending facilities which require it to trade within certain financial criteria. Management closely manages the financial position of the Group and reviews future cash flows on a regular basis, in order to meet the conditions. The director is confident that the Company and the Group have 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 as to how consumer markets will react in the future. 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 director feels that the Group's operational methods help to protect it against market risk, as it specialises in the fast delivery of small stock quantities to its customers. The Group has also taken various measures to reduce its cost base to minimise any risk.

Credit risks:
The Group's credit risk is primarily attributable to its trade debtors. The amounts presented in the consolidated 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 Group 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.

Exchange rate risks:
Movements in the exchange rates can have a significant impact on the supply costs for the group. From time to time, the group enters into foreign exchange contracts with the aim of mitigating these risks.


BRAND K LTD (REGISTERED NUMBER: 11716789)

Strategic Report
for the year ended 28 FEBRUARY 2023

SECTION 172(1) STATEMENT
The company is committed to being a responsible business and has the same section 172 statement, and associated aims as the Group . Its behaviour is aligned with the expectations of its people, customers, suppliers and society as a whole. A governance framework exists to ensure active business management and the reduction of risk within all areas of the business. A number of policies are employed to manage key areas, including anti-bribery & corruption, competition law, trade sanctions, data protection, risk management, labour & human rights, diversity & inclusion, finance and marketing.

The senior management team are responsible for ensuring an adequate system exists, along with the resources to ensure compliance with these policies. The Director of the Group is responsible for the identification, evaluation, qualification, recording and reporting of the risks identified. The Group follows the principles and methodology as assessed by the Brand K Group risk assessment.

Responsibility lies with the Managing Director to ensure that risk management is incorporated into relevant meetings with all key decision makers. Once identified, local risk owners are assigned responsibility for mitigating any risks identified. Review of any such risks is a continual process and they are revisited to ensure continual compliance/avoidance of slippage.

The director has acted in a way he considers, in good faith, promotes the success of the Group for the benefit of its shareholder and in doing so has given regard (amongst other matters) to:

Engagement with suppliers, customers and others
The director has had regard to the need to foster the Group's business relationships by keeping in regular contact with suppliers and customers (and bankers) and working with these interested parties to foster mutually beneficial and informed relationships.

Community and the environment
Across the Group, large emphasis has been placed on the environment and the impact from its gas emissions. As part of this commitment, the Group elected to take up the offer of an independent ESOS (Energy Savings Opportunity Scheme) audit to assess this, with the audit taking place post 28 February 2023 on a date yet to be determined.

Our people and employee involvement
As part of the ongoing employee engagement programme, opinion and feedback is regularly welcomed from Group Employees as to how things might be improved, both for them personally and for the wider issues of their working environment.

Culture and values
The director recognises the importance of how this Group attains its set plans, relying heavily on having the right corporate and governance culture in place. Such culture seeks to reward as well as hold individuals accountable for the actions of both themselves and their respective teams (where applicable).

The director seeks continual improvement as part of the culture, continually making himself available to all employees, through the adoption of his own "open door" policy.


BRAND K LTD (REGISTERED NUMBER: 11716789)

Strategic Report
for the year ended 28 FEBRUARY 2023

DEVELOPMENT AND PERFORMANCE
During the period, key appointments and restructures were made to the Group senior leadership team in order to support the development and growth specifically in the Group, and the interaction between different companies within the Group. From such appointments, it is clear that the business now has far greater structure in terms of analysis and the reporting of key metrics, which are seen as the key foundations and building blocks for further sustained and targeted growth.

Development of relationships with both customers and suppliers is seen as the methodology to achieve the planned market growth through the organic growth of the current service offering. From such dialogue and relationships, feedback has been received, and analysed to the point that companies in the Group now have strategic business plans in place to increase their own service offering, through the introduction of additional product lines to their catalogues.

In addition, the Group targets strategic acquisitions which could enhance the achievement of the Group's overall objectives.

No specific Key Performance Indicators are given due to the nature of the company's operations.

ON BEHALF OF THE BOARD:





A D Norford - Director


31 October 2023

BRAND K LTD (REGISTERED NUMBER: 11716789)

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
Dividends of £545,680 (2022 £172,542) have been paid in the year.

After the year end dividends of £961,000 were proposed (and paid).

EVENTS SINCE THE END OF THE YEAR
Information relating to events since the end of the year is given in the notes to the financial statements.

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

Other changes in directors holding office are as follows:

E Usten - resigned 24 August 2022

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;
-state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in
the financial statements;
-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
Brand K Ltd

Opinion
We have audited the financial statements of Brand K Ltd (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
Brand K Ltd


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 five, 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.

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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. We focused on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management. There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. We did not identify any key audit matters relating to irregularities, including fraud. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the director that represented a risk of material misstatement due to fraud.

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
Brand K Ltd


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.




Rachel Davis BA FCA (Senior Statutory Auditor)
for and on behalf of Just Audit Limited
Chartered Accountants
& Statutory Auditors
Strelley Hall, Strelley
Nottingham
NG8 6PE

31 October 2023

BRAND K LTD (REGISTERED NUMBER: 11716789)

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

2023 2022
Notes £    £   

TURNOVER - -

Administrative expenses 592,428 623,460
(592,428 ) (623,460 )

Other operating income 300,000 300,000
OPERATING LOSS 5 (292,428 ) (323,460 )

Income from shares in group undertakings 1,163,415 456,950
870,987 133,490

Interest payable and similar expenses 6 179,218 98,401
PROFIT BEFORE TAXATION 691,769 35,089

Tax on profit 7 (88,463 ) (101,291 )
PROFIT FOR THE FINANCIAL YEAR 780,232 136,380

Retained earnings at beginning of year 109,087 145,249

Dividends 8 (545,680 ) (172,542 )

RETAINED EARNINGS AT END OF
YEAR

343,639

109,087

BRAND K LTD (REGISTERED NUMBER: 11716789)

Balance Sheet
28 FEBRUARY 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Investments 9 10,174,458 10,174,458

CURRENT ASSETS
Debtors 10 1,845,987 776,468
Cash at bank 596 1,082
1,846,583 777,550
CREDITORS
Amounts falling due within one year 11 11,677,300 10,842,819
NET CURRENT LIABILITIES (9,830,717 ) (10,065,269 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

343,741

109,189

CAPITAL AND RESERVES
Called up share capital 13 102 102
Retained earnings 14 343,639 109,087
SHAREHOLDERS' FUNDS 343,741 109,189

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





A D Norford - Director


BRAND K LTD (REGISTERED NUMBER: 11716789)

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

1. STATUTORY INFORMATION

Brand K Ltd is a private company limited by shares, domiciled in England and Wales, registered number 11716789. The registered office is Thistle Down Barn, Holcot Lane, Sywell, Northampton, Northamptonshire, NN6 0BG. The principal place of business is Manton Centre, Manton Lane, Manton Industrial Estate, Bedford MK41 7PX.

2. ACCOUNTING POLICIES

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

The presentation currency of Brand K Ltd is pounds sterling.

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);
the requirement of paragraph 33.7.

Group financial statements
The financial statements contain information about Brand K Limited as an individual company and do not contain consolidated financial information as the parent of the group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertakings are included by full consolidation in the consolidated financial statements of its ultimate parent, Brand K Holdings Ltd, Thistle Down Barn, Holcot Lane, Sywell, Northampton, NN6 0BG. This is both the smallest and largest group in which Brand K Limited's accounts are consolidated.

Related party exemption
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 year ended 28 February 2023 of its ultimate parent company, Brand K Holdings Ltd, are publicly available.

Investments in subsidiaries
Investments in subsidiary undertakings are recognised at cost.

For investments in subsidiaries acquired cost is measured by reference to the nominal value of the shares issued plus fair value of other consideration. Any premium is ignored.

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

Current or deferred taxation assets and liabilities are not discounted.

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

BRAND K LTD (REGISTERED NUMBER: 11716789)

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

2. ACCOUNTING POLICIES - continued

Going concern
The Company's business activities, together with the factors likely to affect its future development and position, are reliant on the results and activities of the group.

These financial statements have been prepared on a going concern basis, which the director believes to be appropriate. Some group companies have incurred losses in this financial period. Some members of the group provide cross-company guarantees to secure group debts.The owner of the group, who is also Managing Director, has confirmed the group will continue to provide financial support for loss-making companies in the group.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.

Income from shares in group undertakings
Dividend income from group undertakings is recognised when the shareholders' rights to receive payments have been established (provided that it is probably that the economic benefits will flow to the Company and the amount of revenue can be measured reliably).

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, management is required to make judgments, estimated and assumptions about the carrying values of assets and liabilities that are not readily separated from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.

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

Impairment of assets
The director regularly reviews factors likely to impact the value or recoverability of assets held by the Company. In conducting his review, he considers both internal and external sources of information as well as past experiences and market conditions. As far as the director is 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.

The director concludes there are no other critical judgements or key sources of estimation uncertainty.

4. EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 28 February 2023 nor for the year ended 28 February 2022.

The average number of employees during the year was NIL (2022 - NIL).

2023 2022
£    £   
Directors' remuneration - -

BRAND K LTD (REGISTERED NUMBER: 11716789)

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

5. OPERATING LOSS

The operating loss is stated after charging:

2023 2022
£    £   
Auditors' remuneration 2,000 27,150

6. INTEREST PAYABLE AND SIMILAR EXPENSES
2023 2022
£    £   
Interest costs - 9,304
Loan interest 110,468 82,847
Financing costs 68,750 6,250
179,218 98,401

7. TAXATION

Analysis of the tax credit
The tax credit on the profit for the year was as follows:
2023 2022
£    £   
Current tax:
UK corporation tax (88,463 ) (101,291 )
Tax on profit (88,463 ) (101,291 )

Reconciliation of total tax credit 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:

2023 2022
£    £   
Profit before tax 691,769 35,089
Profit multiplied by the standard rate of corporation tax in the UK of 19% (2022 -
19%)

131,436

6,667

Effects of:
Expenses not deductible for tax purposes 1,150 143
Income not taxable for tax purposes (221,049 ) (108,101 )
Total tax credit (88,463 ) (101,291 )

BRAND K LTD (REGISTERED NUMBER: 11716789)

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

8. DIVIDENDS
2023 2022
£    £   
Ordinary shares of £1 each
Interim 524,860 139,902
Ordinary A shares of £1 each
Interim 20,820 32,640
545,680 172,542

9. FIXED ASSET INVESTMENTS
Shares in
group
undertakings
£   
COST
At 1 March 2022
and 28 February 2023 10,174,458
NET BOOK VALUE
At 28 February 2023 10,174,458
At 28 February 2022 10,174,458

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Kartell UK Limited (06682104)
Registered office: Thistle Down Barn, Holcot Lane, Sywell, Northampton, Northamptonshire, NN6 0BG
Nature of business: Supplier of radiators and bathroom products
%
Class of shares: holding
Ordinary 100.00
Ordinary A 100.00

The Shower Tray Company Ltd (09020997)
Registered office: Unit 12 Manton Centre, Manton Lane, Manton Industrial Estate, Bedford, MK41 7PX
Nature of business: Manufacturer of shower trays
%
Class of shares: holding
Ordinary 100.00

Brand K Holdings Ltd has provided a guarantee to its subsidiary, The Shower Tray Company Ltd, which is exempt from the requirements of the Act relating to the audit of individual accounts.

JT Holdings (UK) Limited (08916033)
Registered office: Units 1-4 Whitehall Industrial Estate, Ashfield Way Farnley, Leeds, West Yorkshire, LS12 5JB
Nature of business: Holding Company
%
Class of shares: holding
Ordinary (various) 100.00

BRAND K LTD (REGISTERED NUMBER: 11716789)

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

9. FIXED ASSET INVESTMENTS - continued

JT Group (UK) Limited (05803712)
Registered office: Units 1-4 Whitehall Industrial Estate, Ashfield Way, Farnley, Leeds, West Yorkshire, LS12 5JB
Nature of business: Holding Company
%
Class of shares: holding
Ordinary 100.00

Shares are held by a subsidiary undertaking, JT Holdings (UK) Limited.

Just Trays Limited (05113567)
Registered office: Units 1-4 Whitehall Industrial Estate, Ashfield Way, Farnley, Leeds, West Yorkshire, LS12 5JB
Nature of business: Manufacturer of shower trays
%
Class of shares: holding
Ordinary 100.00

Shares are held by a subsidiary undertaking, JT Group (UK) Limited.

Ensco 515 Limited (05808766)
Registered office: Units 1-4 Whitehall Industrial Estate, Ashfield Way, Farnley, Leeds, West Yorkshire, LS12 5JB
Nature of business: Non trading
%
Class of shares: holding
Ordinary 100.00

Shares are held by a subsidiary undertaking, JT Group (UK) Limited.

Choice Criteria Limited (04190831)
Registered office: Units 1-4 Whitehall Industrial Estate, Ashfield Way, Farnley, Leeds, West Yorkshire, LS12 5JB
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00

Shares are held by a subsidiary undertaking, Just Trays Limited.

Solid Sights Limited (02181469)
Registered office: Units 1-4 Whitehall Industrial Estate, Ashfield Way, Farnley, Leeds, West Yorkshire, LS12 5JB
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00

Shares are held by a subsidiary undertaking, Choice Criteria Limited.

BRAND K LTD (REGISTERED NUMBER: 11716789)

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

9. FIXED ASSET INVESTMENTS - continued

JT Wetrooms Limited (06844199)
Registered office: Units 1-4 Whitehall Industrial Estate, Ashfield Way, Farnley, Leeds, West Yorkshire, LS12 5JB
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00

Shares are held by a subsidiary undertaking, JT Group (UK) Limited.

Summerbridge Holdings Limited (13223501)
Registered office: 26 Springfield Way, Anlaby, East Yorkshire, United Kingdom, HU10 6RJ
Nature of business: Holding Company
%
Class of shares: holding
Ordinary 100.00

Brand K Holdings Ltd has provided a guarantee to its subsidiary, Summerbridge Holdings Ltd, which is exempt from the requirements of the Act relating to the audit of individual accounts.

Humber Doors Limited (11652290)
Registered office: 26 Springfield Way, Anlaby, East Yorkshire, United Kingdom, HU10 6RJ
Nature of business: Manufacturer of home fitted furniture
%
Class of shares: holding
Ordinary 100.00

Shares are held by a subsidiary undertaking, Summerbridge Holdings Limited.

Vogue (UK) Limited (02455446)
Registered office: Unit 20 Strawberry Lane Industrial Estate, Strawberry Lane, Willenhall, West Midlands, WV13 3RS
Nature of business: Distributor and manufacturer of radiators
%
Class of shares: holding
Ordinary 100.00

UK Bespoke Products Limited (08203940)
Registered office: 20 Strawberry Lane Industrial Estate, Strawberry Lane, Willenhall, West Midlands, WV13 3RS
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00
Ordinary B 100.00

Brand K Holdings Ltd has provided a guarantee to its subsidiary, UK Bespoke Products Ltd, which is exempt from the requirements of the Act relating to the audit of individual accounts.

All companies above are incorporated in England and Wales.

BRAND K LTD (REGISTERED NUMBER: 11716789)

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

10. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Amounts owed by group undertakings 1,729,675 652,559
VAT 92,637 107,440
Directors' current accounts - 16,469
Prepayments 23,675 -
1,845,987 776,468

11. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade creditors 14,127 163,973
Amounts owed to group undertakings 11,645,032 10,492,263
Deferred consideration - 96,259
Accrued expenses 18,141 90,324
11,677,300 10,842,819

12. SECURED DEBTS

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 Ltd. Brand K Holdings Ltd and its other subsidiaries act as guarantors over the loans in Summerbridge Holdings Limited, which totalled £483,659 as at 28 February 2023.

BRAND K LTD (REGISTERED NUMBER: 11716789)

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

13. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
100 Ordinary £1 100 100
2 Ordinary A £1 2 2
102 102

The called-up share capital represents the nominal value of the shares that have been issued.

Ordinary Shares hold all rights.

Ordinary A Shares hold all rights except the right to appoint a director to the company.

14. RESERVES
Retained
earnings
£   

At 1 March 2022 109,087
Profit for the year 780,232
Dividends (545,680 )
At 28 February 2023 343,639

15. POST BALANCE SHEET EVENTS

Since year end, the Company has acquired a new subsidiary, Marleton Cross Limited, for a purchase price of £4.1m. Turnover reported in that company's latest financial statements for the year ended 31 December 2022 was £20.6m. The registered office for the subsidiary is Thistle Down Barn, Sywell, Northampton, NN6 0BG.

16. ULTIMATE CONTROLLING PARTY

At 28 February 2022, the controlling party of Brand K Limited was the board of directors, with no one individual being an ultimate controlling party.

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

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

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