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REGISTERED NUMBER: 13583399 (England and Wales)















GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

FOR

HANBOROUGH CAPITAL LIMITED

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)






CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 5

Consolidated Income Statement 9

Consolidated Other Comprehensive Income 10

Consolidated Balance Sheet 11

Company Balance Sheet 12

Consolidated Statement of Changes in Equity 13

Company Statement of Changes in Equity 14

Consolidated Cash Flow Statement 15

Notes to the Consolidated Cash Flow Statement 16

Notes to the Consolidated Financial Statements 17


HANBOROUGH CAPITAL LIMITED

COMPANY INFORMATION
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022







DIRECTORS: S J Donald
D Fitzgerald
N J Fox
G R Jones





REGISTERED OFFICE: Bridle Leasing
Tamarisk House North Leigh Business Park
North Leigh
Oxfordshire
OX29 6SW





REGISTERED NUMBER: 13583399 (England and Wales)





AUDITORS: DSA Prospect Audit Limited
First Floor
1 Des Roches Square
Witney
Oxfordshire
OX28 4BE

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

GROUP STRATEGIC REPORT
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

The directors present their strategic report of the company and the group for the period 24 August 2021 to 31 December 2022.

PRINCIPAL ACTIVITY AND REVIEW OF BUSINESS
The principal activity of the group is that of a vehicle leasing broker. The group's principal trading name is Bridle Vehicle Leasing.

2022 was another challenging year. The availability of stock did not improve as hoped, which continued to affect vehicle delivery timescales. The ongoing impact of Covid- 19, along with Brexit and the outbreak of war in Ukraine were all contributing factors. The availability of minibuses has been severely affected, which has hampered not only our ability to provide new buses to prospective clients, but impacted the number of own book vehicles that can be replaced with new, so that we can monetise our residual value position.

The UK automotive industry saw a reduction in vehicle registration numbers in 2022. (GOV.UK - Latest figures for 2022 show that the number of new registrations was down 4% in the UK compared with 2021).

In Nov 2022, Alan Carreras (Sales Director) resigned. His roles and responsibilities were assumed by the remaining Directors.

The group's turnover for the period ended 31 December 2022 was £35,710,844. The group's loss before tax and dividends for the period was £396,418. The group's profit before interest, amortisation, depreciation and investment adjustments for the period ended 31 December 2022 was £1,395,498.

The group continues to invest in its systems, its team and the appropriate training requirements to ensure we are best placed to serve our clients by providing a service that exceeds expectations. The group has also continued with its strategy to add to its 'own book' fleet which it is considered will bring additional financial returns in the future

PRINCIPAL RISKS AND UNCERTAINTIES
The directors have assessed the key risk of the business to be the continued demand for new vehicles within the UK. Given the various income streams of the group other principle risks are considered to be:

- availability of funding
- availability of stock
- residual value risk
- maintenance expenditure risk
- financing cost risk
- interest rate risk
- staffing

FINANCIAL KEY PERFORMANCE INDICATORS
Key Performance Indicators (KPI's) are used by the group to review the overall performance of the business. Monthly management accounts are produced and reviewed and are compared to budgeted figures across our various branches. These reviews allow us to take the appropriate actions when deemed necessary.

KPI's are also used to monitor lead generation, sales orders and delivery targets.

ON BEHALF OF THE BOARD:





G R Jones - Director


13 November 2023

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

REPORT OF THE DIRECTORS
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

The directors present their report with the financial statements of the company and the group for the period 24 August 2021 to 31 December 2022.

INCORPORATION
The group was incorporated on 24 August 2021 and commenced trading on the same date.

DIVIDENDS
The total distribution of dividends for the year ended 31 December 2022 will be £534,200.

DIRECTORS
The directors who have held office during the period from 24 August 2021 to the date of this report are as follows:

S J Donald - appointed 24 August 2021
D Fitzgerald - appointed 13 September 2021
A Carreras - appointed 13 September 2021
N J Fox - appointed 20 December 2021
G R Jones - appointed 20 December 2021

A Carreras ceased to be a director after 31 December 2022 but prior to the date of this report.

All the directors who are eligible offer themselves for election at the forthcoming first Annual General Meeting.

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.

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

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director 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 group's auditors are aware of that information.

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

REPORT OF THE DIRECTORS
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022


AUDITORS
DSA Prospect Audit Limited were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

ON BEHALF OF THE BOARD:





G R Jones - Director


13 November 2023

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
HANBOROUGH CAPITAL LIMITED

Opinion
We have audited the financial statements of Hanborough Capital Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 December 2022 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 group's and of the parent company affairs as at 31 December 2022 and of the group's loss for the period 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 group 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 the 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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

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

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

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
HANBOROUGH CAPITAL LIMITED


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 its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

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

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

In preparing the financial statements, the directors are responsible for assessing the group's and 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
HANBOROUGH CAPITAL 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

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

- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills
to identify or recognise non-compliance with applicable laws and regulations;
- we identified the laws and regulations applicable to the company through discussions with directors and other management,
and from our commercial knowledge and experience of the industry;
- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements
or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery,
employment, environmental (including Waste Electrical and Electronic Equipment recycling (WEEE) Regulations 2013) and
health and safety legislation;
- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management
and inspecting legal correspondence; and
- identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of
non-compliance throughout the audit.

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

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual,
suspected and alleged fraud; and
- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

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

- performed analytical procedures to identify any unusual or unexpected relationships;
- tested journal entries to identify unusual transactions;
- assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias;
and
- investigated the rationale behind significant or unusual transactions

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

- agreeing financial statement disclosures to underlying supporting documentation;
- reading the minutes of meetings of those charged with governance;
- enquiring of management as to actual and potential litigation and claims; and
- reviewing correspondence with HMRC, relevant regulators including the Health and Safety Executive, and the company's legal
advisors.

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

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

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

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
HANBOROUGH CAPITAL LIMITED





Mr Gary John McHale FCCA (Senior Statutory Auditor)
for and on behalf of DSA Prospect Audit Limited
First Floor
1 Des Roches Square
Witney
Oxfordshire
OX28 4BE

13 November 2023

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

CONSOLIDATED INCOME STATEMENT
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

Notes £   

TURNOVER 3 35,710,844

Cost of sales 25,715,993
GROSS PROFIT 9,994,851

Administrative expenses 10,097,657
OPERATING LOSS 5 (102,806 )

Interest receivable and similar income 3
(102,803 )

Interest payable and similar expenses 6 293,613
LOSS BEFORE TAXATION (396,416 )

Tax on loss 7 152,425
LOSS FOR THE FINANCIAL PERIOD (548,841 )
Loss attributable to:
Owners of the parent (850,096 )
Non-controlling interests 301,255
(548,841 )

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

CONSOLIDATED OTHER COMPREHENSIVE INCOME
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

Notes £   

LOSS FOR THE PERIOD (548,841 )


OTHER COMPREHENSIVE INCOME -
TOTAL COMPREHENSIVE LOSS FOR THE PERIOD (548,841 )

Total comprehensive loss attributable to:
Owners of the parent (850,096 )
Non-controlling interests 301,255
(548,841 )

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

CONSOLIDATED BALANCE SHEET
31 DECEMBER 2022

Notes £    £   
FIXED ASSETS
Intangible assets 10 7,505,506
Tangible assets 11 3,506,842
Investments 12 -
11,012,348

CURRENT ASSETS
Stocks 13 522,142
Debtors 14 2,939,485
Cash at bank and in hand 427,575
3,889,202
CREDITORS
Amounts falling due within one year 15 5,417,049
NET CURRENT LIABILITIES (1,527,847 )
TOTAL ASSETS LESS CURRENT LIABILITIES 9,484,501

CREDITORS
Amounts falling due after more than one year 16 2,496,169
NET ASSETS 6,988,332

CAPITAL AND RESERVES
Called up share capital 20 10,500
Share premium 21 8,320,764
Retained earnings 21 (1,384,296 )
SHAREHOLDERS' FUNDS 6,946,968

NON-CONTROLLING INTERESTS 41,364
TOTAL EQUITY 6,988,332

The financial statements were approved by the Board of Directors and authorised for issue on 13 November 2023 and were signed on its behalf by:





G R Jones - Director


HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

COMPANY BALANCE SHEET
31 DECEMBER 2022

Notes £    £   
FIXED ASSETS
Intangible assets 10 -
Tangible assets 11 -
Investments 12 8,330,764
8,330,764

CURRENT ASSETS
Debtors 14 502

CREDITORS
Amounts falling due within one year 15 1
NET CURRENT ASSETS 501
TOTAL ASSETS LESS CURRENT LIABILITIES 8,331,265

CAPITAL AND RESERVES
Called up share capital 20 10,500
Share premium 21 8,320,764
Retained earnings 21 1
SHAREHOLDERS' FUNDS 8,331,265

Company's profit for the financial year 534,201

The financial statements were approved by the Board of Directors and authorised for issue on 13 November 2023 and were signed on its behalf by:





G R Jones - Director


HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

Called up
share Retained Share
capital earnings premium
£    £    £   

Changes in equity
Issue of share capital 10,500 - 8,320,764
Dividends - (534,200 ) -
Total comprehensive loss - (850,096 ) -
Balance at 31 December 2022 10,500 (1,384,296 ) 8,320,764
Non-controlling Total
Total interests equity
£    £    £   

Changes in equity
Issue of share capital 8,331,264 - 8,331,264
Dividends (534,200 ) (259,891 ) (794,091 )
Total comprehensive loss (850,096 ) 301,255 (548,841 )
Balance at 31 December 2022 6,946,968 41,364 6,988,332

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

Called up
share Retained Share Total
capital earnings premium equity
£    £    £    £   

Changes in equity
Issue of share capital 10,500 - 8,320,764 8,331,264
Dividends - (534,200 ) - (534,200 )
Total comprehensive income - 534,201 - 534,201
Balance at 31 December 2022 10,500 1 8,320,764 8,331,265

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

CONSOLIDATED CASH FLOW STATEMENT
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

Notes £   
Cash flows from operating activities
Cash generated from operations 1 2,588,651
Interest paid (55,292 )
Interest element of hire purchase payments paid (238,321 )
Tax paid 1,873
Net cash from operating activities 2,296,911

Cash flows from investing activities
Purchase of tangible fixed assets (1,685,025 )
Sale of intangible fixed assets 55,000
Sale of tangible fixed assets 456,587
Interest received 3
Net cash from investing activities (1,173,435 )

Cash flows from financing activities
Capital repayments in year 201,475
Amount withdrawn by directors (1,429,793 )
Share issue 1,008,600
Equity dividends paid (534,200 )
Dividends paid to minority interests (259,891 )
Net cash from financing activities (1,013,809 )

Increase in cash and cash equivalents 109,667
Cash and cash equivalents at beginning of period 2 -

Cash and cash equivalents at end of period 2 109,667

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

1. RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS
£   
Loss before taxation (396,416 )
Depreciation charges 1,560,302
Profit on disposal of fixed assets (166,966 )
Finance costs 293,613
Finance income (3 )
1,290,530
Increase in stocks (522,142 )
Increase in trade and other debtors (2,424,683 )
Increase in trade and other creditors 4,244,946
Cash generated from operations 2,588,651

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Period ended 31 December 2022
31.12.22 24.8.21
£    £   
Cash and cash equivalents 427,575 -
Bank overdrafts (317,908 ) -
109,667 -


3. ANALYSIS OF CHANGES IN NET DEBT

At 24.8.21 Cash flow At 31.12.22
£    £    £   
Net cash
Cash at bank and in hand - 427,575 427,575
Bank overdrafts - (317,908 ) (317,908 )
- 109,667 109,667
Debt
Finance leases - (3,170,854 ) (3,170,854 )
Debts falling due within 1 year - (30,000 ) (30,000 )
Debts falling due after 1 year - (78,912 ) (78,912 )
- (3,279,766 ) (3,279,766 )
Total - (3,170,099 ) (3,170,099 )

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

1. STATUTORY INFORMATION

Hanborough Capital 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 General Information page.

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


2. ACCOUNTING POLICIES

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

Going Concern
At the time of approving the financial statements, the directors have a reasonable expectation that the company 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.

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 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.

Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Hanborough Capital Limited together with all entities controlled by the parent company (its subsidiaries).

All financial statements are made up to 31 December 2022. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies 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.

Subsidiaries are consolidated in the group's financial statements from the date that control commences until the date that control ceases.

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

2. ACCOUNTING POLICIES - continued

Critical accounting 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.

Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Stocks
Stock is valued at the lower cost and net realisable value. New realisable value includes, where necessary, provisions for slow moving and obsolete stocks. Calculation of these provisions requires judgements to be made, which include forecast consumer demand, the promotional, competitive and economic environment and inventory loss trends.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Goodwill
Determining whether goodwill is impaired requires an estimation of the value in use of the cash generating units to which goodwill has been allocated. The value in use calculation requires the entity to estimate the future cash flows expected to arise from the cash generating unit and a suitable discount rate in order to calculate present value. The carrying amount of goodwill at the reporting end date was reviewed by the directors and considered to be recorded at fair value.

Turnover
Turnover represents amounts receivable from principal activities, net of value added tax and trade discounts.

Revenue from the sale of cars is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on delivery 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 costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

Goodwill
Goodwill, being the amount paid in connection with the acquisition of a business in 2021, is being amortised evenly over its estimated useful life of twenty years.

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.
Plant and machinery - 33% on cost and 25% on reducing balance
Fixtures and fittings - 33% on cost, 25% on cost, 25% on reducing balance, 15% on reducing balance and 15% on cost
Motor vehicles - 50% on cost, 33% on cost, 25% on cost, 25% on reducing balance, 20% on cost and at varying rates on cost
Computer equipment - 33% on cost and 25% on cost

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

2. ACCOUNTING POLICIES - continued

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 instruments.

Financial assets and liabilities are offset with 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.

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 company 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.

Taxation
Taxation for the period comprises current and deferred tax. Tax is recognised in the Consolidated 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 period 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.

Research and development
Expenditure on research and development is written off in the year in which it is incurred.


HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

2. ACCOUNTING POLICIES - continued

Hire purchase and leasing commitments
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

Pension costs and other post-retirement benefits
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

Cash at bank and in hand
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.

Equity instruments
Equity instruments issued by the company 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 company.

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 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.

Impairment of fixed assets
At each reporting period end date, the group review the carrying amount 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.

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 reserve.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. When 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 year. 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 reserve.

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

3. TURNOVER

The turnover and loss before taxation are attributable to the principal activities of the group.

An analysis of turnover by class of business is given below:

£   
Brokerage of motor vehicles 10,467,734
Sale of motor vehicles 15,821,697
Maintenance sales 3,647,234
Motor vehicle rental income 4,826,731
Vehicle procurement fees 947,448
35,710,844

4. EMPLOYEES AND DIRECTORS
£   
Wages and salaries 5,185,300
Social security costs 516,652
Other pension costs 135,352
5,837,304

The average number of employees during the period was as follows:

Directors 5
Sales and administration 100
105

£   
Directors' remuneration 368,704
Directors' pension contributions to money purchase schemes 13,652

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes 3

Information regarding the highest paid director is as follows:
£   
Emoluments etc 166,736
Pension contributions to money purchase schemes 4,375

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

5. OPERATING LOSS

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

£   
Depreciation - owned assets 61,329
Depreciation - assets on hire purchase contracts 774,946
Profit on disposal of fixed assets (166,966 )
Goodwill amortisation 654,042
Auditors remuneration 22,000

6. INTEREST PAYABLE AND SIMILAR EXPENSES
£   
Bank interest 26,680
Bank loan interest 2,039
Other interest paid 26,576
PAYE interest (3 )
Hire purchase 238,321
293,613

7. TAXATION

Analysis of the tax charge
The tax charge on the loss for the period was as follows:
£   
Current tax:
UK corporation tax 68,724

Deferred tax 83,701
Tax on loss 152,425

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

£   
Loss before tax (396,416 )
Loss multiplied by the standard rate of corporation tax in the UK of 19 % (75,319 )

Effects of:
Expenses not deductible for tax purposes (13,446 )
Capital allowances in excess of depreciation (35,633 )
Utilisation of tax losses 9,335

Deferred tax movement 83,701
Tax losses carried forward 183,787
Total tax charge 152,425

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

8. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Statement of Comprehensive Income of the parent company is not presented as part of these financial statements.


9. DIVIDENDS
£   
C Ordinary shares of 10p each
Interim 45,600
D Ordinary shares of 10p each
Interim 79,362
E Ordinary shares of 10p each
Interim 39,000
F Ordinary shares of 10p each
Interim 80,200
G Ordinary shares of 10p each
Interim 149,862
I Ordinary shares of 10p each
Interim 70,128
J Ordinary shares of 10p each
Interim 70,048
534,200

10. INTANGIBLE FIXED ASSETS

Group
Computer
Goodwill software Totals
£    £    £   
Cost
At 24 August 2021 - 1,725 1,725
Additions 8,264,515 - 8,264,515
Impairments (104,967 ) - (104,967 )
At 31 December 2022 8,159,548 1,725 8,161,273
Amortisation
At 24 August 2021 - 1,725 1,725
Amortisation for period 654,042 - 654,042
At 31 December 2022 654,042 1,725 655,767
Net book value
At 31 December 2022 7,505,506 - 7,505,506
At 23 August 2021 - - -

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

11. TANGIBLE FIXED ASSETS

Group
Fixtures
Plant and and Motor Computer
machinery fittings vehicles equipment Totals
£    £    £    £    £   
Cost
At 24 August 2021 86,350 200,861 3,850,898 112,625 4,250,734
Additions 17,595 15,361 1,616,421 35,648 1,685,025
Disposals - (48,553 ) (767,564 ) - (816,117 )
At 31 December 2022 103,945 167,669 4,699,755 148,273 5,119,642
Depreciation
At 24 August 2021 36,781 128,532 821,903 59,086 1,046,302
Charge for period 15,262 14,432 770,467 36,114 836,275
Eliminated on disposal - (27,742 ) (242,035 ) - (269,777 )
At 31 December 2022 52,043 115,222 1,350,335 95,200 1,612,800
Net book value
At 31 December 2022 51,902 52,447 3,349,420 53,073 3,506,842
At 23 August 2021 49,569 72,329 3,028,995 53,539 3,204,432

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:
Plant and Motor
machinery vehicles Totals
£    £    £   
Cost
At 24 August 2021 47,000 3,399,367 3,446,367
Additions - 1,616,421 1,616,421
Disposals - (341,102 ) (341,102 )
At 31 December 2022 47,000 4,674,686 4,721,686
Depreciation
At 24 August 2021 2,938 632,893 635,831
Charge for period 11,015 763,931 774,946
Eliminated on disposal - (55,456 ) (55,456 )
At 31 December 2022 13,953 1,341,368 1,355,321
Net book value
At 31 December 2022 33,047 3,333,318 3,366,365
At 23 August 2021 44,062 2,766,474 2,810,536

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

12. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
£   
Cost
Additions 8,330,764
At 31 December 2022 8,330,764
Net book value
At 31 December 2022 8,330,764


Details of the company's subsidiaries at 31 December 2022 are as follows:

Name of undertaking Registered office Nature of business Class of shares held % Held

Hanborough Enterprises Limited England and Wales Vehicle leasing
broker
A-H Ordinary 100%
Alternative Route Finance Limited England and Wales Dormant A and B Ordinary 100%
Plan (GB) Limited England and Wales Vehicle leasing
broker
A Ordinary 85%
Northharbour Finance Limited England and Wales Dormant Ordinary 100%
Fulton Network Limited England and Wales Dormant Ordinary and
Ordinary B
100%
Kew Vehicle Leasing Limited England and Wales Vehicle leasing
broker
Ordinary 100%
Fleetprocure Limited England and Wales Vehicle
procurement
platform
A Ordinary 51%
Sprint Contracts Limited England and Wales Dormant Ordinary 100%
SRK Specialist Cars Limited England and Wales Used vehicle sales Ordinary 51%
Bridle Group Limited England and Wales Dormant Ordinary 100%
Bridle Leasing Limited England and Wales Dormant Ordinary 100%
Go Green Leasing Limited England and Wales Dormant Ordinary 100%

13. STOCKS


Group
£   
Stocks 522,142

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

14. DEBTORS


Group Company
£    £   
Amounts falling due within one year:
Trade debtors 1,857,293 -
Other debtors 184,304 502
Deferred tax asset 514,801 -
Prepayments 383,086 -
2,939,484 502

Amounts falling due after more than one year:
Amounts owed by group undertakings 1 -

Aggregate amounts 2,939,485 502

Deferred tax asset

Group Company
£    £   
Deferred tax 514,801 -

15. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR


Group Company
£    £   
Bank loans and overdrafts (see note 17) 347,908 -
Hire purchase contracts (see note 18) 2,092,999 -
Trade creditors 1,059,328 -
Amounts owed to group undertakings 1 1
Tax 70,597 -
Social security and other taxes 757,422 -
Other creditors 721,343 -
Accrued expenses 367,451 -
5,417,049 1

16. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR


Group
£   
Bank loans (see note 17) 78,912
Hire purchase contracts (see note 18) 1,077,855
Other creditors 1,306,842
Directors loan account 32,560
2,496,169

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

17. LOANS

An analysis of the maturity of loans is given below:


Group
£   
Amounts falling due within one year or on demand:
Bank overdrafts 317,908
Bank loans 30,000
347,908
Amounts falling due between one and two years:
Bank loans - 1-2 years 78,912

The group's overdraft has been agreed to 28 February 2024. The overdraft facility is up to £590,000 and interest is payable at 2.48% over Base Rate.

The bank loans are repayable over 60 months with maturity dates of May 2026 and August 2026. The interest rate applied to the loans is 2.5%.

18. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Hire
purchase
contracts
£   
Net obligations repayable:
Within one year 2,092,999
Between one and five years 1,077,855
3,170,854

Group
Non- cancellable operating leases
£   
Within one year 213,355
Between one and five years 525,386
738,741

19. SECURED DEBTS

As at 31 December 2022 four fixed charges were in place over specified assets. There was also a debenture in place with a fixed and floating charge. The floating charge covers all the property or undertaking of the group.

Intangible assets with a carrying value of £7,505,506, Tangible assets with a carrying amount of £3,506,842 and Current assets with a carrying value of £3,889,199 have been pledged to secure borrowings of the group. The group is not allowed to pledge these assets as security for other borrowings.

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

20. CALLED UP SHARE CAPITAL

Alloted, issued and fully paid:

Number:

Class:
Nominal
value:


£
27,000 Ordinary 10p 2,700
19,000 A Ordinary 10p 1,900
19,000 B Ordinary 10p 1,900
5,000 C Ordinary 10p 500
5,000 D Ordinary 10p 500
5,000 E Ordinary 10p 500
2,500 F Ordinary 10p 250
2,500 G Ordinary 10p 250
10,000 H Ordinary 10p 1,000
3,000 I Ordinary 10p 300
2,000 J Ordinary 10p 200
5,000 Preference 10p 500
10,500

Shares were issued during the period as follows:

Cash at par
27,000 Ordinary shares of 10p for £2,700
9,500 A Ordinary shares of 10p for £950
9,500 B Ordinary shares of 10p for £950
5,000 C Ordinary shares of 10p for £500
5,000 D Ordinary shares of 10p for £500
5,000 E Ordinary shares of 10p for £500
2,500 F Ordinary shares of 10p for £250
2,500 G Ordinary shares of 10p for £250
10,000 H Ordinary shares of 10p for £1,000
3,000 I Ordinary shares of 10p for £300
2,000 J Ordinary shares of 10p for £200
5,000 Preference shares of 10p for £500

Cash at premium
9,500 A Ordinary shares of 10p for £500,000
9,500 B Ordinary shares of 10p for £500,000

Each class of Ordinary share is entitled to full voting rights, dividend rights and right to capital distributions after payment to the Preference shareholders including in the event of a winding up of the company.

The preference shares have dividend rights and have preferential rights on capital distributions including in the event of a winding up of the company. The shares have no voting rights.

HANBOROUGH CAPITAL LIMITED (REGISTERED NUMBER: 13583399)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 24 AUGUST 2021 TO 31 DECEMBER 2022

21. RESERVES

Group
Retained Share
earnings premium Totals
£    £    £   

Deficit for the period (850,096 ) (850,096 )
Dividends (534,200 ) (534,200 )
Cash share issue - 8,320,764 8,320,764
At 31 December 2022 (1,384,296 ) 8,320,764 6,936,468

Company
Retained Share
earnings premium Totals
£    £    £   

Profit for the period 534,201 534,201
Dividends (534,200 ) (534,200 )
Cash share issue - 8,320,764 8,320,764
At 31 December 2022 1 8,320,764 8,320,765


22. PENSION COMMITMENTS

The amount recognised in profit or loss as an expense for defined contribution plans amounted to £135,352.

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.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

During the period, rent and service charges of £119,157 was paid to an associated company.

During the period, consultancy of £200,000 was paid to an associated company.

24. ULTIMATE CONTROLLING PARTY

The controlling party is S J Donald.