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Registered number: 08776968
















FRAMPTONS GROUP HOLDINGS LIMITED




ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2022


































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FRAMPTONS GROUP HOLDINGS LIMITED

 
COMPANY INFORMATION


DIRECTORS
I J Harvey 
W R Martin 
A W Staples 




REGISTERED NUMBER
08776968



REGISTERED OFFICE
76 Charlton Road
Shepton Mallet

Somerset

BA4 5PD




INDEPENDENT AUDITORS
Bishop Fleming Bath Limited
Chartered Accountants & Statutory Auditors

10 Temple Back

Bristol

BS1 6FL






FRAMPTONS GROUP HOLDINGS LIMITED


CONTENTS



Page
Group Strategic Report
 
1 - 2
Directors' Report
 
3 - 6
Directors' Responsibilities Statement
 
7
Independent Auditors' Report
 
8 - 11
Consolidated Statement of Comprehensive Income
 
12
Consolidated Statement of Financial Position
 
13
Company Statement of Financial Position
 
14
Consolidated Statement of Changes in Equity
 
15
Company Statement of Changes in Equity
 
16
Consolidated Statement of Cash Flows
 
17 - 18
Consolidated Analysis of Net Debt
 
18
Notes to the Financial Statements
 
19 - 40



FRAMPTONS GROUP HOLDINGS LIMITED

 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2022

BUSINESS REVIEW
 
The principal activities of the Group during the period remain the manufacture and sale of liquid and cooked egg products and the contract manufacture of other liquid food, beverage and juice products for brand owners. The directors do not envisage a change in the activities of the Group in the foreseeable future.
The results, compared with the previous year, can be summarised as follows:

A 36% increase in contract pack sales revenue.
A 21% increase in egg product sales revenue.
Resulting in a 33% increase in total sales revenues.
A 37% increase in gross margin earned, before distribution and administrative costs.  
A 20% increase in distribution and administrative overheads.
A 28% reduction in the operating loss against that reported in 2021.
The Group is reporting a net loss before tax of £812k, a marginal improvement on the previous year despite a significant increase in bank interest payable. 

These results essentially reflect the challenges of recovery from COVID-19 impacts and the subsequent pressure on energy and commodity price rises resulting from the war in Ukraine. While every measure possible was taken to mitigate the impact of these cost rises, there is an inevitable delay in being able maintain margins and profitability. The results also reflect the increased debt burden the business was required to take on as a direct result of COVID-19 impacts.

During the financial year 2023 the directors and management have been working on the implementation of a business simplification strategy aimed at:
 
Greater utilisation of newer production capabilities. 
Shutdown and removal of older plant. 
Delisting of certain SKU’s with the aim of de-complexing and reduction of stocks. 
Focus on higher production run volumes resulting in reduced overhead costs.
 
While this strategy has taken some time to fully implement, against an ongoing backdrop of high inflationary pressures, the business has returned to profitability in the first quarter of financial year 2024.

PRINCIPAL RISKS AND UNCERTAINTIES
 
Operational, commercial and financial risks are all considered in establishing and maintaining the Group’s control environment. The principal risks and uncertainties faced by the Group, in line with the rest of the food manufacturing sector, have been identified as: consumer, and therefore customer demand; competitor activity; pricing and availability of raw materials; liquidity and credit risks; production issues and external factors creating food safety issues; business continuity; recruitment and retention of key staff; health and safety. 
While sales volumes for the year saw a recovery to pre-COVID levels the business has faced very significant cost increases in terms of material costs, energy costs, and wage inflation. While some of this cost has been recovered in increased selling prices, the prevailing trading environment has resulted in the trading loss being reported.
The Group has a programme for continuous review of risk and also maintains an appropriate portfolio of insurance policies in line with the nature, size and complexity of the business.

Page 1


FRAMPTONS GROUP HOLDINGS LIMITED


GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022

FINANCIAL KEY PERFORMANCE INDICATORS
 
The Directors have determined that the following KPI’s are the most effective measure of progress towards achieving the objectives of the business. The current financial year is not considered to be reflective of normal operational performance due to ongoing impacts on operational costs, primarily labour and energy, as a result of COVD-19 and the war in Ukraine:

Sales growth – year on year growth in sales revenue
Gross margin – gross profit as a % of sales revenue
Operating margin – operating profit as a % of sales revenue
EBITDA – current minimum EBITDA requirement of £2.2m

Sales growth -  2022: 33.2%; 2021: (6.3)%
Gross profit - 2022: 17.2%; 2021: 16.7%
Operating profit - 2022: (0.01)%; 2021: (1.29)%
EBITDA - 2022: £1.149m; 2021: £0.689m

DIRECTORS' STATEMENT OF COMPLIANCE WITH DUTY TO PROMOTE THE SUCCESS OF THE GROUP
 
The board of directors of the Group consider, both individually and together, that they have acted in the way they consider, in good faith, would be most likely to promote the success of the Group for the benefit of its members as a whole and having regard (amongst other matters) to factors (a) to (f) S172 Companies Act 2006, in the decisions taken during the year ended 30 June 2022. Specifically, the Board ensure in all decisions taken that:
 
Business is conducted morally and ethically, in line with the Group’s Code of Conduct
Short-term gains do not have an adverse consequence on the Group’s long-term strategy, success and benefits
Employee welfare, training and interests are taken care of
Customer and supplier relationships are strong, mutually beneficial and comply with Group’s policies (such as anti-briber and corruption, anti-slavery and human trafficking and corporate social responsibility)
Any community and environmental impacts as a result of the Group’s operations are considered

During the financial year, the Group:
Continued to invest in its infrastructure throughout the last financial year, notwithstanding significant financial pressures, in order to improve operational performance and customer experience for the longer term
Informally consulted with its employees to ensure its workspaces and working practices were compliant and safe.


This report was approved by the board and signed on its behalf.



I J Harvey
Director

Date: 16 November 2023

Page 2


FRAMPTONS GROUP HOLDINGS LIMITED

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2022

The directors present their report and the financial statements for the year ended 30 June 2022.

PRINCIPAL ACTIVITY

The principal activities of the group during the period remained the manufacture and sale of liquid and cooked egg products and the contract manufacture of other liquid food, beverage and juice products for brand owners.
The directors do not envisage a change in activities of the group in the foreseeable future.

RESULTS AND DIVIDENDS

The profit for the year, after taxation and minority interests, amounted to £648,977 (2021: loss £738,766).

Dividends of £186,467 (2021: £210,467) were declared and paid during the year.

DIRECTORS

The directors who served during the year were:

I J Harvey 
W R Martin 
A W Staples 

Page 3


FRAMPTONS GROUP HOLDINGS LIMITED
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
MATERIAL UNCERTAINTY IN RELATION TO GOING CONCERN

The Directors assess whether the use of going concern is appropriate, i.e. whether there are any material uncertainties related to events or conditions that may cast significant doubt on the ability of the Group and Company to continue as a going concern. The Directors make this assessment in respect of a period of 12 months from the date of approval of the financial statements. 
It is acknowledged that prior to the balance sheet date the Group and Company has been significantly impacted by the COVID-19 pandemic and the Ukraine war, which has had an unprecedented impact on a wide range of businesses, industries, and the economy as a whole. 
During the year ended 30 June 2022 the group made a loss of £672,690 and as at 30 June 2022 had net current liabilities of £7,764,205 and net assets of £1,660,186. The financial results for the year ended 30 June 2023 will show continued trading losses and an increased net current liability position. The Group has been successful in raising an additional £1.9m in equity investment and short-term loans, as well as renewing its invoice discounting facility with HSBC, which have provided the necessary liquidity to continue trading. 
The Group is reliant on proceeds of factored debts which are secured against trade debtors, and a mortgage debenture over all the assets in the Group in favour of HSBC. The Group also has 2 bank loans from HSBC, one of which was received under the Coronavirus Business Interruption Loan Scheme (CBILS), managed by the British Business Bank, repayable in instalments, with the final payment due in 2027. The other loan is a term loan repayable in instalments, with the final payment due in 2026, however, due to a breach of a financial covenant attached to the facility the loan has been reclassified as repayable on demand. The Group has also breached these covenants at 30 June 2023.
No formal waiver of enforcement action as a result of this breach has been obtained by the Directors, but the Directors are in discussions with HSBC regarding these breaches and are seeking assurances that existing facilities will continue to be made available. The outcome of these discussions is expected to be positive, but the conclusion remains uncertain. 
There has been an offer of significant investment into the business which the Directors believe will complete by the end of November 2023, however, the capital has not yet been received, and has therefore not been included the Directors budgets and forecasts. 
The Directors have prepared budgets and cash flow forecasts for a period of at least 12 months following the date of approval of the financial statements. These forecasts assume that the current improved trading performance of the group continues. The Directors are of the opinion that the Group will continue in operational existence for the foreseeable future and continue to adopt the going concern basis in preparing the financial statements. This opinion is based on the group’s current trading levels, and support from creditors, including HSBC. However, in making this assessment the directors have made a number of significant assumptions. These include:
 
Ongoing support from HSBC – no formal waiver of enforcement action as a result of financial covenant breaches have been obtained. The bank has been supportive of the business to date and the Directors assume this support will continue for at least 12 months from signing these financial statements, and to the Directors do not expect these banking facilities to be withdrawn within 12 months from approving these financial statements.
 
Return to profitability and cash generation – the Directors’ forecasts assume that the Group’s revenue and cost savings targets are achieved to enable the group to generate positive operating cash flows in order to meet its creditor obligations. 
 
The directors believe that, taken as a whole, the factors described above enable the Group and the Company to continue as a going concern for the foreseeable future. The financial statements do not reflect the adjustments that would be necessary should the ability of the Group to trade be jeopardised due to a material issue with any one of these assumptions not being achieved. As such there is a material uncertainty related to events or conditions that may cast significant doubt on the group’s ability to continue as a going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business. 

Page 4


FRAMPTONS GROUP HOLDINGS LIMITED
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
FUTURE DEVELOPMENTS

The directors intend to continue the development of the group's principal activities.

ENGAGEMENT WITH EMPLOYEES

The Group places considerable value on the involvement of its employees and has continued to keep them informed on matters affecting them as employees an on various factors affecting performance of the Group. This is achieved through formal and informal meetings. Employee representatives are consulted regularly on a wide range of matters affecting their current and future interests.

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS

The Group also places considerable value on the relationship it holds with suppliers, customers and other stakeholders.
Our customers are essential to our business and we aim to work openly and transparently in fostering long-term customer relationships. Our business decisions and priorities are based on a good understanding of our customers and their requirements. We hold regular meetings with most of our customers at all levels within the business including the supply chain and commercial teams. Directors are involved in many of these meetings as and when required.
The Group recognises the key role many of our suppliers play in supporting our ability to meet our customer requirements. Group policies in terms of specification, quality and supplier practices are applied in our selection of suppliers. To this end we proactively manage key supplier relationships and hold regular meetings where possible to ensure expectations and requirements for both parties are met. Directors are involved where necessary and where regular market reviews are strategic to the Group and its customers.
The Group aims to foster open and transparent dialogue with the regulatory and industry bodies relevant to the Group’s business operations and products it produces. This also applies in its relationship with other key stakeholders such as its bankers, other funders, and external advisors.

DISABLED EMPLOYEES

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment with the Group continues and that appropriate training is arranged. It is the policy of the Group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

GREENHOUSE GAS EMISSIONS, ENERGY CONSUMPTION AND ENERGY EFFICIENCY ACTION

The Group has continued with investments aimed at improving energy efficiencies across its operations. The combined heat and power installation is now operational providing both power and electricity to the factory. The new biomass boiler is still to be commissioned and is expected to make a major contribution to reducing the Companies carbon footprint and cost of steam generation.



For the year ended 30 June 2022 the Group’s energy consumption (in MwH) and the CO2 equivalent emissions in tonnes (tCO2e) were:
Direct (gas, transport & liquid fuels) - 2022: 34,412 MwH / 6,714 tCO2e; 2021: 46,139 MwH / 8,454 tCO2e 
Indirect (purchased electricity) - 2022: 8,319 MwH / 1,766 tCO2e; 2021: 9,641 MwH / 2,047 tCO2e
Indirect (employee owned cars) - 2022: 218 MwH / 0.05 tCO2e; 2021: 1,318 MwH / 0.3 tCO2e
Intensity ratio - 2022: 0.11 ; 2021: 0.14   

Page 5


FRAMPTONS GROUP HOLDINGS LIMITED
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022
MATTERS COVERED IN THE STRATEGIC REPORT

The Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 requires a Strategic Report to be prepared. Where mandatory disclosures in the Directors' Report are considered by the directors to be of strategic importance, these are addressed in the Strategic Report.

DISCLOSURE OF INFORMATION TO AUDITORS

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company and the Group's auditors are aware of that information.

POST BALANCE SHEET EVENTS

There have been no significant events affecting the Group since the year end other than as outlined earlier in this report.

AUDITORS

The auditorsBishop Fleming Bath Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 






I J Harvey
Director

Date: 16 November 2023

76 Charlton Road
Shepton Mallet
Somerset
BA4 5PD

Page 6


FRAMPTONS GROUP HOLDINGS LIMITED

 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2022

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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 for the Group's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK 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 Group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Page 7


FRAMPTONS GROUP HOLDINGS LIMITED

 
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF FRAMPTONS GROUP HOLDINGS LIMITED
OPINION


We have audited the financial statements of Framptons Group Holdings Limited (the 'parent company') and its subsidiaries (the 'Group') for the year ended 30 June 2022, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity, the Consolidated Analysis of Net Debt and the related notes, including a summary of significant accounting policiesThe 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's affairs as at 30 June 2022 and of the Group's loss 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 Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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.


MATERIAL UNCERTAINTY RELATED TO GOING CONCERN


We draw attention to note 2.4 in the financial statements, which indicates that Framptons Group Holdings Limited, has net current liabilities totalling £7,764,205 at 30 June 2022. The material uncertainty in relation to going concern centres around the Group's ability to recover to profitability and generate operating cash flows in order to meet its creditor obligations, and ongoing support from HSBC in relation to the breach of financial covenants on applicable to one of its loan instruments. As stated in note 2.4, these events or conditions, along with the other matters as set forth in note 2.4, indicate that a material uncertainty exists that may cast significant doubt on the Group's or the parent company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.


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. Our evaluation of the directors' assessment of the Group's ability to continue to adopt the going concern basis of accounting included reviewing forecast performance and key inputs into the projections, and performing a reasonableness check on these assumptions. We have also reviewed board minutes, post year end financial information, and correspondence with HSBC. 


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


Page 8


FRAMPTONS GROUP HOLDINGS LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF FRAMPTONS GROUP HOLDINGS LIMITED (CONTINUED)

OTHER INFORMATION


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


OPINION 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


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 Directors' Report.


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


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 Directors' Responsibilities Statement set out on page 7, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the 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.


Page 9


FRAMPTONS GROUP HOLDINGS LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF FRAMPTONS GROUP HOLDINGS LIMITED (CONTINUED)

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 an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group 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 have considered the nature of the industry and sector, control environment, and business performance. 
We have considered the results of enquiries with management and the directors in relation to their own identification and assessment of the risks of irregularities within the entity. 
We have considered any matters we identified having obtained and reviewed the company’s documentation of their policies and procedures relating to:
°Identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance.
°Detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud.
°The internal controls established to mitigate risks of fraud or non-compliance with laws and regulations.
We have considered the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we have considered the opportunities and incentives that may exist within the organisation for fraud and identified the highest area of risk to be in relation to revenue recognition, with a particular risk in relation to year-end cut-off.
In common with all audits under ISAs (UK) we are also required to perform specific procedures to respond to the risk of management override.
We have also obtained an understanding of the legal and regulatory frameworks that the Group and Company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act, FRS 102 and UK tax legislation.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the
financial statements but compliance with which may be fundamental to the Company’s ability to operate or avoid a material penalty. These included health and safety regulations and employment law.
Our procedures to respond to risks identified included the following:
 
Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements.
Enquiring of management in relation to actual and potential claims or litigation. 
Performing analytical procedures to identify unusual or unexpected relationships that may indicate risks of
material misstatement due to fraud.
Reviewing board meeting minutes. 
Performing detailed testing in relation to the recognition of revenue with a particular focus around the year-end cut off.
Reviewing going concern assertions in detail and consideration of the existence of material uncertainties that are referred to in the financial statements and audit report.
Page 10


FRAMPTONS GROUP HOLDINGS LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF FRAMPTONS GROUP HOLDINGS LIMITED (CONTINUED)

In addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgments made in accounting estimates are indicative of potential bias; and evaluating the business rationale of significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from an error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed 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.


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 Auditors' Report.


USE OF OUR REPORT
 

This report is made solely to the company's shareholders, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the company's shareholders those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's shareholders, as a body, for our audit work, for this report, or for the opinions we have formed.






Ria Burridge FCCA (Senior Statutory Auditor)
for and on behalf of
Bishop Fleming Bath Limited
Chartered Accountants
Statutory Auditors
10 Temple Back
Bristol
BS1 6FL

17 November 2023
Page 11


FRAMPTONS GROUP HOLDINGS LIMITED

 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2022


2022
2021
Note
£
£

  

Turnover
 4 
50,069,525
37,586,005

Cost of sales
  
(41,454,724)
(31,305,089)

GROSS PROFIT
  
8,614,801
6,280,916

Distribution costs
  
(1,130,580)
(970,411)

Administrative expenses
  
(7,857,034)
(6,503,002)

Other operating income
 5 
16,667
699,254

OPERATING LOSS
 6 
(356,146)
(493,243)

Interest payable and expenses
 9 
(456,233)
(345,220)

LOSS BEFORE TAXATION
  
(812,379)
(838,463)

Tax on loss
 10 
139,689
69,350

LOSS FOR THE FINANCIAL YEAR
  
(672,690)
(769,113)

Total comprehensive income for the year attributable to:
  

Non-controlling interest
  
(23,713)
(30,347)

Owners of the parent company
  
(648,977)
(738,766)

  
(672,690)
(769,113)

There was no other comprehensive income for 2022 (2021:£NIL).

The notes on pages 19 to 40 form part of these financial statements.

Page 12


FRAMPTONS GROUP HOLDINGS LIMITED
REGISTERED NUMBER:08776968

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2022

2022
2021
Note
£
£

FIXED ASSETS
  

Intangible assets
 13 
21,084
28,113

Tangible assets
 14 
15,711,679
16,315,402

Investments
 15 
40,045
40,045

  
15,772,808
16,383,560

CURRENT ASSETS
  

Stocks
 16 
5,049,080
3,250,037

Debtors: amounts falling due within one year
 17 
9,396,193
7,341,358

Cash at bank and in hand
 18 
26,204
289,075

  
14,471,477
10,880,470

Creditors: amounts falling due within one year
 19 
(22,235,682)
(16,069,137)

NET CURRENT LIABILITIES
  
 
 
(7,764,205)
 
 
(5,188,667)

TOTAL ASSETS LESS CURRENT LIABILITIES
  
8,008,603
11,194,893

Creditors: amounts falling due after more than one year
 20 
(5,418,866)
(7,512,123)

PROVISIONS FOR LIABILITIES
  

Deferred taxation
  
(929,551)
(1,163,427)

NET ASSETS
  
1,660,186
2,519,343


CAPITAL AND RESERVES
  

Called up share capital 
 24 
700,150
700,150

Share premium account
 25 
191,031
191,031

Profit and loss account
 25 
524,944
1,360,388

Non-controlling interests
  
244,061
267,774

  
1,660,186
2,519,343


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




I J Harvey
Director

Date: 16 November 2023

The notes on pages 19 to 40 form part of these financial statements.

Page 13


FRAMPTONS GROUP HOLDINGS LIMITED
REGISTERED NUMBER:08776968

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2022

2022
2021
Note
£
£

FIXED ASSETS
  

Investments
 15 
100,500
5,064,957

CURRENT ASSETS
  

Debtors: amounts falling due within one year
 17 
54,495
22,244

Cash at bank and in hand
 18 
24,783
25,339

  
79,278
47,583

Creditors: amounts falling due within one year
 19 
(1,502,783)
(1,423,721)

NET CURRENT LIABILITIES
  
 
 
(1,423,505)
 
 
(1,376,138)

TOTAL ASSETS LESS CURRENT LIABILITIES
  
(1,323,005)
3,688,819

  

  

NET (LIABILITIES)/ASSETS
  
(1,323,005)
3,688,819


CAPITAL AND RESERVES
  

Called up share capital 
 24 
700,150
700,150

Share premium account
 25 
191,031
191,031

Profit and loss account
 25 
(2,214,186)
2,797,638

  
(1,323,005)
3,688,819


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 





I J Harvey
Director

Date: 16 November 2023

The notes on pages 19 to 40 form part of these financial statements.

Page 14


FRAMPTONS GROUP HOLDINGS LIMITED


CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2022


Called up share capital
Share premium account
Profit and loss account
Non-controlling interests
Total equity

£
£
£
£
£


At 1 July 2020
700,150
191,031
2,309,621
298,121
3,498,923


Comprehensive income for the year

Loss for the year
-
-
(738,766)
(30,347)
(769,113)
Total comprehensive income for the year
-
-
(738,766)
(30,347)
(769,113)


Contributions by and distributions to owners

Dividends
-
-
(210,467)
-
(210,467)


Total transactions with owners
-
-
(210,467)
-
(210,467)



At 1 July 2021
700,150
191,031
1,360,388
267,774
2,519,343


Comprehensive income for the year

Loss for the year
-
-
(648,977)
(23,713)
(672,690)
Total comprehensive income for the year
-
-
(648,977)
(23,713)
(672,690)


Contributions by and distributions to owners

Dividends
-
-
(186,467)
-
(186,467)


Total transactions with owners
-
-
(186,467)
-
(186,467)


At 30 June 2022
700,150
191,031
524,944
244,061
1,660,186


The notes on pages 19 to 40 form part of these financial statements.

Page 15


FRAMPTONS GROUP HOLDINGS LIMITED


COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2022


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£


At 1 July 2020
700,150
191,031
3,004,256
3,895,437


Comprehensive income for the year

Profit for the year
-
-
3,849
3,849


Contributions by and distributions to owners

Dividends
-
-
(210,467)
(210,467)


Total transactions with owners
-
-
(210,467)
(210,467)



At 1 July 2021
700,150
191,031
2,797,638
3,688,819


Comprehensive income for the year

Loss for the year
-
-
(4,825,357)
(4,825,357)


Contributions by and distributions to owners

Dividends
-
-
(186,467)
(186,467)


Total transactions with owners
-
-
(186,467)
(186,467)


At 30 June 2022
700,150
191,031
(2,214,186)
(1,323,005)


The notes on pages 19 to 40 form part of these financial statements.

Page 16


FRAMPTONS GROUP HOLDINGS LIMITED


CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2022

2022
2021
£
£

CASH FLOWS FROM OPERATING ACTIVITIES

Loss for the year
(672,690)
(769,113)

ADJUSTMENTS FOR:

Amortisation of intangible assets
7,029
7,029

Depreciation of tangible assets
1,445,576
1,199,483

Loss on disposal of tangible assets
-
31,921

Interest paid
456,233
345,220

Taxation charge
(139,689)
(69,350)

(Increase) in stocks
(1,799,043)
(534,220)

(Increase) in debtors
(2,221,502)
(1,741,205)

Increase in creditors
2,339,107
8,218,144

Increase in amounts owed to join ventures
-
45

Corporation tax received/(paid)
91,912
(16,430)

NET CASH GENERATED FROM OPERATING ACTIVITIES

(493,067)
6,671,524


CASH FLOWS FROM INVESTING ACTIVITIES

Purchase of tangible fixed assets
(533,613)
(7,276,004)

Purchase of share in associates
-
(45)

HP interest paid
(255,252)
(217,109)

NET CASH FROM INVESTING ACTIVITIES

(788,865)
(7,493,158)
Page 17


FRAMPTONS GROUP HOLDINGS LIMITED


CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2022


2022
2021

£
£



CASH FLOWS FROM FINANCING ACTIVITIES

Other new loans
-
1,440,000

Repayment of other loans
(116,941)
(629,743)

Repayment of finance leases
(1,419,197)
(1,159,594)

Repayment of directors loans
(16,700)
-

Movements on invoice discounting
2,806,754
1,683,734

Dividends paid
(186,467)
(210,467)

Interest paid
(200,981)
(128,111)

NET CASH USED IN FINANCING ACTIVITIES
866,468
995,819

(DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS
(415,464)
174,185

Cash and cash equivalents at beginning of year
289,075
114,890

CASH AND CASH EQUIVALENTS AT THE END OF YEAR
(126,389)
289,075


CASH AND CASH EQUIVALENTS AT THE END OF YEAR COMPRISE:

Cash at bank and in hand
26,204
289,075

Bank overdrafts
(152,593)
-



CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 30 JUNE 2022






At 1 July 2021
Cash flows
New finance leases
Other non-cash changes
At 30 June 2022
£

£

£

£

£

Cash at bank and in hand

289,075

(262,871)

-

-

26,204

Bank overdrafts

-

(152,593)

-

-

(152,593)

Debt due after 1 year

(1,269,000)

-

-

655,667

(613,333)

Debt due within 1 year

(147,004)

133,641

-

(655,667)

(669,030)

Finance leases

(7,692,498)

1,419,197

(308,240)

-

(6,581,541)



(8,819,427)
1,137,374
(308,240)
-
(7,990,293)

The notes on pages 19 to 40 form part of these financial statements.

Page 18


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

1.


GENERAL INFORMATION

Framptons Group Holdings Limited is a limited liability company which is incorporated in England and Wales. The address of the registered office is 76 Charlton Road, Shepton Mallet, Somerset, BA4 5PD.

2.ACCOUNTING POLICIES

 
2.1

BASIS OF PREPARATION OF FINANCIAL STATEMENTS

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).

The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

BASIS OF CONSOLIDATION

The consolidated financial statements present the results of the company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.3

ASSOCIATES AND JOINT VENTURES

An entity is treated as a joint venture where the Group is a party to a contractual agreement with one or more parties from outside the Group to undertake an economic activity that is subject to joint control.

An entity is treated as an associated undertaking where the Group exercises significant influence in that it has the power to participate in the operating and financial policy decisions.
In the consolidated accounts, interests in associated undertakings are accounted for using the equity method of accounting. Under this method an equity investment is initially recognised at the transaction price (including transaction costs) and is subsequently adjusted to reflect the investors share of the profit or loss, other comprehensive income and equity of the associate. The Consolidated Statement of Comprehensive Income includes the Group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings applying accounting policies consistent with those of the Group. In the Consolidated Statement of Financial Position, the interests in associated undertakings are shown as the Group's share of the identifiable net assets, including any unamortised premium paid on acquisition.
Any premium on acquisition is dealt with in accordance with the goodwill policy.

Page 19


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

2.ACCOUNTING POLICIES (continued)

 
2.4

GOING CONCERN

The Directors assess whether the use of going concern is appropriate, i.e. whether there are any material uncertainties related to events or conditions that may cast significant doubt on the ability of the group and company to continue as a going concern. The Directors make this assessment in respect of a period of 12 months from the date of approval of the financial statements. 

It is acknowledged that prior to the balance sheet date the Group and Company has been significantly impacted by the COVID-19 pandemic and the Ukraine war, which has had an unprecedented impact on a wide range of businesses, industries, and the economy as a whole. 

During the year ended 30 June 2022 the group made a loss of £672,690 and as at 30 June 2022 had net current liabilities of £7,764,205 and net assets of £1,660,186. The financial results for the year ended 30 June 2023 will show continued trading losses and an increased net current liability position. The Group has been successful in raising an additional £1.9m in equity investment and short-term loans, as well as renewing its invoice discounting facility with HSBC, which have provided the necessary liquidity to continue trading. 

The Group is reliant on proceeds of factored debts which are secured against trade debtors, and a mortgage debenture over all the assets in the Group in favour of HSBC. The Group also has 2 bank loans from HSBC, one of which was received under the Coronavirus Business Interruption Loan Scheme (CBILS), managed by the British Business Bank, repayable in instalments, with the final payment due in 2027. The other loan is a term loan repayable in instalments, with the final payment due in 2026, however, due to a breach of a financial covenant attached to the facility the loan has been reclassified as repayable on demand. The Group has also breached these covenants at 30 June 2023.

No formal waiver of enforcement action as a result of this breach has been obtained by the Directors, but the Directors are in discussions with HSBC regarding these breaches and are seeking assurances that existing facilities will continue to be made available. The outcome of these discussions is expected to be positive, but the conclusion remains uncertain. 

There has been an offer of significant investment into the business which the Directors believe will complete by the end of November 2023, however, the capital has not yet been received, and has therefore not been included the Directors budgets and forecasts. 

The Directors have prepared budgets and cash flow forecasts for a period of at least 12 months following the date of approval of the financial statements. These forecasts assume that the current improved trading performance of the group continues. The Directors are of the opinion that the Group will continue in operational existence for the foreseeable future and continue to adopt the going concern basis in preparing the financial statements. This opinion is based on the group’s current trading levels, and support from creditors, including HSBC. However, in making this assessment the directors have made a number of significant assumptions. These include:

Ongoing support from HSBC – no formal waiver of enforcement action as a result of financial covenant breaches have been obtained. The bank has been supportive of the business to date and the Directors assume this support will continue for at least 12 months from signing these financial statements, and to the Directors do not expect these banking facilities to be withdrawn within 12 months from approving these financial statements.
 
Return to profitability and cash generation – the Directors’ forecasts assume that the Group’s revenue and cost savings targets are achieved to enable the group to generate positive operating cash flows in order to meet its creditor obligations. 

The directors believe that, taken as a whole, the factors described above enable the Group and the Company to continue as a going concern for the foreseeable future. The financial statements do not
Page 20


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

2.ACCOUNTING POLICIES (continued)


2.4
GOING CONCERN (CONTINUED)

reflect the adjustments that would be necessary should the ability of the Group to trade be jeopardised due to a material issue with any one of these assumptions not being achieved. As such there is a material uncertainty related to events or conditions that may cast significant doubt on the group’s ability to continue as a going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business. 

 
2.5

TURNOVER

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

Sale of goods

Turnover from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of turnover can be measured reliably;
it is probable that the Group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of turnover can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.6

INTANGIBLE ASSETS

GOODWILL
Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight line basis to the Consolidated statement of comprehensive income over its useful economic life.

Page 21


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

2.ACCOUNTING POLICIES (continued)

 
2.7

TANGIBLE FIXED ASSETS

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the Group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

The Group adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the Group. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

The estimated useful lives range as follows:

Freehold property
-
50
years
Long-term leasehold property
-
50
years
Plant and machinery
-
10
- 15  years
Motor vehicles
-
5
years
Office equipment
-
3
years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.8

VALUATION OF INVESTMENTS

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.9

STOCKS

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.
At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the Statement of Comprehensive Income.

 
2.10

DEBTORS

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Page 22


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

2.ACCOUNTING POLICIES (continued)

 
2.11

CASH AND CASH EQUIVALENTS

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.12

CREDITORS

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.13

GOVERNMENT GRANTS

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Consolidated Statement of Comprehensive Income in the same period as the related expenditure.

 
2.14

FOREIGN CURRENCY TRANSLATION

Functional and presentation currency

The company's functional and presentational currency is GBP.

Transactions and balances

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

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

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.15

FINANCE COSTS

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 23


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

2.ACCOUNTING POLICIES (continued)

 
2.16

DIVIDENDS

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

 
2.17

OPERATING LEASES: THE GROUP AS LESSEE

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.18

LEASED ASSETS: THE GROUP AS LESSEE

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

 
2.19

PENSIONS

DEFINED CONTRIBUTION PENSION PLAN

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

 
2.20

INTEREST INCOME

Interest income is recognised in profit or loss using the effective interest method.

 
2.21

BORROWING COSTS

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

Page 24


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

2.ACCOUNTING POLICIES (continued)

 
2.22

PROVISIONS FOR LIABILITIES

Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Statement of Financial Position.

 
2.23

CURRENT AND DEFERRED TAXATION

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

 
2.24

EXCEPTIONAL ITEMS

Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.

Page 25


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

2.ACCOUNTING POLICIES (continued)

 
2.25

FINANCIAL INSTRUMENTS

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Group's Statement of Financial Position when the Group becomes party to the contractual provisions of the instrument.

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 trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted
Page 26


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

2.ACCOUNTING POLICIES (continued)


2.25
FINANCIAL INSTRUMENTS (CONTINUED)

where the effect of discounting is immaterial.

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

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


3.



JUDGEMENTS IN APPLYING ACCOUNTING POLICIES AND KEY SOURCES OF ESTIMATION UNCERTAINTY

Preparation of the financial statements requires management to make significant judgments and estimates. 
Accrued Income
Certain customers of the group are invoiced in arrears on a weekly basis. These invoices are in relation to multiple deliveries made that week. As a result, management have deemed it reasonable to recognise a percentage of these invoices at the year end based upon the number of days that related to this financial year.
Stock Provision
Management have considered slow moving reports, expiry reports and expected future custom in relation
to the year end stock listing. As a result, management have deemed it reasonable to recognise a provision
against the stock value held at the year end.
Overhead Absorption
Management have reviewed the processes involved in manufacturing the finished goods stock and have made their best estimate in attributing overhead costs such as electricity, freezing and staff time.
Dilapidations
Management have considered the cost of returning the leasehold property back to its original condition on expiry of the leases. The value recognised in the accounts is managements best estimate based upon available information.

Page 27


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

4.


TURNOVER

The whole of the turnover is attributable to the principal activities of the group.

All turnover arose within the United Kingdom.


5.


OTHER OPERATING INCOME

2022
2021
£
£

Net rents receivable
16,667
5,294

Coronavirus Job retention scheme
-
693,960

16,667
699,254


During 2021 the Group took advantage of the Coronavirus Job Retention Scheme. Income shown in the accounts above represents the income claimed for months up to June 2021. This income represents 80% of employee’s gross wages costs on all qualifying employees. No claims were made in 2022 in relation to Coronavirus Job Retention Scheme.


6.


OPERATING LOSS

The operating loss is stated after charging:

2022
2021
£
£

Depreciation of tangible fixed assets:
- Owned
861,634
863,105

  - Held under finance lease
583,942
336,378

Amortisation of intangible assets, inluding goodwill
7,029
7,029

Auditors' remuneration
26,190
22,300

Auditors' remuneration - non audit fees
3,745
3,650

Exchange differences
16,239
(22,239)

Other operating lease rentals
104,536
113,522

Defined contribution pension cost
255,644
227,370

Page 28


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

7.


EMPLOYEES

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£


Wages and salaries
9,074,387
8,096,983
73,500
75,125

Social security costs
908,723
749,354
8,041
7,829

Cost of defined contribution scheme
255,644
227,390
29,240
29,240

10,238,754
9,073,727
110,781
112,194


The average monthly number of employees, including the directors, during the year was as follows:


        2022
        2021
            No.
            No.







Manufacturing
267
270



Administrative
28
26



Sales
3
2



Directors
5
2

303
300


8.


DIRECTORS' REMUNERATION

2022
2021
£
£

Directors' emoluments
73,500
75,125

Company contributions to defined contribution pension schemes
29,240
29,240

102,740
104,365


During the year retirement benefits were accruing to no directors (2021: 3) in respect of defined contribution pension schemes.

Page 29


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

9.


INTEREST PAYABLE AND SIMILAR EXPENSES

2022
2021
£
£


Bank interest payable
167,509
87,680

Other loan interest payable
33,472
40,431

Finance leases and hire purchase contracts
255,252
217,109

456,233
345,220


10.


TAXATION


2022
2021
£
£

CORPORATION TAX


Current tax on profits for the year
-
(152,390)

Adjustments in respect of previous periods
94,187
(102,966)


TOTAL CURRENT TAX
94,187
(255,356)

DEFERRED TAX


Origination and reversal of timing differences
(233,876)
142,812

Changes to tax rates
-
43,194

TOTAL DEFERRED TAX
(233,876)
186,006


TAXATION ON LOSS ON ORDINARY ACTIVITIES
(139,689)
(69,350)
Page 30


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022
 
10.TAXATION (CONTINUED)


FACTORS AFFECTING TAX CHARGE FOR THE YEAR

The tax assessed for the year is higher than (2021: higher than) the standard rate of corporation tax in the UK of 19% (2021: 19%). The differences are explained below:

2022
2021
£
£


Loss on ordinary activities before tax
(812,379)
(838,463)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021: 19%)
(154,352)
(159,308)

EFFECTS OF:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
2,642
1,496

Capital allowances for year in excess of depreciation
(29,902)
(8,010)

Additional deduction for R&D Expenditure
-
(39,232)

Surrender of tax lossess for R&D tax credit refund
-
76,267

Adjustments to tax charge in respect of prior periods
94,187
(197,153)

Adjustment to tax charge in respect of prior periods - deferred tax
-
43,194

Non-taxable income
(13,733)
(7,760)

Remeasurement of deferred tax for changes in tax rates
(56,130)
279,222

R&D credit
-
(58,203)

Other differences leading to an increase (decrease) in the tax charge
17,599
137

TOTAL TAX CHARGE FOR THE YEAR
(139,689)
(69,350)


FACTORS THAT MAY AFFECT FUTURE TAX CHARGES

As enacted by the Government on 24 May 2021, the main rate of corporation tax will increase from 19% to 25% with effect from 1 April 2023.


11.


DIVIDENDS

2022
2021
£
£


Dividends
186,467
210,467


12.


PARENT COMPANY PROFIT FOR THE YEAR

The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements. The loss after tax of the parent company for the year was £4,825,357 (2021: profit £3,849).

Page 31


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

13.


INTANGIBLE ASSETS

Group and Company





Goodwill

£



COST


At 1 July 2021
70,287



At 30 June 2022

70,287



AMORTISATION


At 1 July 2021
42,174


Charge for the year on owned assets
7,029



At 30 June 2022

49,203



NET BOOK VALUE



At 30 June 2022
21,084



At 30 June 2021
28,113



Page 32


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

14.


TANGIBLE FIXED ASSETS

Group






Freehold property
Long-term leasehold property
Plant and machinery
Motor vehicles
Total

£
£
£
£
£



COST OR VALUATION


At 1 July 2021
621,258
153,527
20,471,980
61,858
21,308,623


Additions
-
-
841,853
-
841,853



At 30 June 2022

621,258
153,527
21,313,833
61,858
22,150,476



DEPRECIATION


At 1 July 2021
89,859
41,721
4,814,489
47,152
4,993,221


Charge for the year on owned assets
16,960
3,071
836,090
5,513
861,634


Charge for the year on financed assets
-
-
581,435
2,507
583,942



At 30 June 2022

106,819
44,792
6,232,014
55,172
6,438,797



NET BOOK VALUE



At 30 June 2022
514,439
108,735
15,081,819
6,686
15,711,679



At 30 June 2021
531,399
111,806
15,657,491
14,706
16,315,402

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2022
2021
£
£



Plant and machinery
7,397,172
7,972,685

Motor vehicles
-
2,507

7,397,172
7,975,192

Page 33


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

15.


FIXED ASSET INVESTMENTS

Group





Unlisted investments
Investment in joint ventures
Total

£
£
£



COST OR VALUATION


At 1 July 2021
40,000
45
40,045



At 30 June 2022
40,000
45
40,045




Company





Investments in subsidiary companies

£



COST OR VALUATION


At 1 July 2021
5,064,957



At 30 June 2022
5,064,957



IMPAIRMENT


Charge for the period
4,964,457



At 30 June 2022

4,964,457

The Company has impaired the investment in Framptons Limited during the year to £Nil, on the basis that the recoverable amount is lower than the carrying value, an amount of £4,964,457 has been recognised as an expense to the profit and loss account of the Company. 


SUBSIDIARY UNDERTAKINGS


The following were subsidiary undertakings of the company:

Name

Registered office

Class of shares

Holding

Frampton Holdings Limited
Property Holding Company
Ordinary
100%
Framptons Limited
Food and contract manufacture
Ordinary
96%
Framptons Cooked Products Limited
Non-Trading
Ordinary
100%

Page 34


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

16.


STOCKS

Group
Group
2022
2021
£
£

Raw materials and consumables
4,673,555
2,955,867

Finished goods and goods for resale
375,525
294,170

5,049,080
3,250,037


Stock recognised in cost of sales during the year as an expense was £19,820,588 (2021: £21,726,977).
Impairment losses of £Nil
 (2021: £Nil) was recognised in cost of sales against stock during the year due to slow-moving and obsolete stock.


17.


DEBTORS

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£


Trade debtors
8,193,056
6,438,147
-
-

Other debtors
613,552
514,772
54,495
22,244

Prepayments and accrued income
580,210
379,064
-
-

Tax recoverable
9,375
9,375
-
-

9,396,193
7,341,358
54,495
22,244



18.


CASH AND CASH EQUIVALENTS

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Cash at bank and in hand
26,204
289,075
24,783
25,339

Less: bank overdrafts
(152,593)
-
-
-


Page 35


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

19.


CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Group
Company

Company
2022
2021
2022
2021
£
£
£
£

Bank overdrafts
152,593
-
-
-

Other loans
669,030
130,304
-
-

Trade creditors
9,399,145
6,670,091
15,600
-

Amounts owed to group undertakings
-
-
1,476,320
1,393,020

Amounts owed to joint ventures
45
45
-
-

Corporation tax
19,432
-
-
-

Other taxation and social security
453,754
786,764
7,083
9,531

Obligations under finance lease and hire purchase contracts
1,776,008
1,449,375
-
-

Proceeds of factored debts
7,528,380
4,721,626
-
-

Other creditors
104,948
443,969
-
16,700

Accruals and deferred income
2,132,347
1,866,963
3,780
4,470

22,235,682
16,069,137
1,502,783
1,423,721


For information regarding other loans see note 21.
Amounts owed to group undertakings are unsecured, due on demand and interest free.
Hire purchase creditors are secured against assets as detailed in note 14.
Proceeds of factored debts are secured against monies due from trade debtors and by a mortgage debenture over all the assets of Framptons Limited.


20.


CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Group

Group
2022
2021
£
£

Other loans
613,333
1,269,000

Net obligations under finance leases and hire purchase contracts
4,805,533
6,243,123

5,418,866
7,512,123


For information regarding other loans see note 21.
Hire purchase creditors are secured against assets as detailed in note 14.



Page 36


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

21.


LOANS


Analysis of the maturity of loans is given below:


Group
Group
2022
2021
£
£

AMOUNTS FALLING DUE WITHIN ONE YEAR

Other loans
669,030
130,304

AMOUNTS FALLING DUE 1-2 YEARS

Other loans
160,000
271,493

AMOUNTS FALLING DUE 2-5 YEARS

Other loans
453,333
836,008

AMOUNTS FALLING DUE AFTER MORE THAN 5 YEARS

Other loans
-
161,499

1,282,363
1,399,304


A Coronavirus Business Interruption Loan Scheme (CBILS) loan of £800,000 was granted in 2021 year. Interest is charge on the loan at 3.99% per annum over the Bank of England base rate. The loan is being repaid by 59 installments of £13,333 per month and a final balancing payment of £13,334. At the end of the year £160,000 is due within 1 year, £160,000 due within 1-2 years, and £453,333 due within 2-5 years. .
A loan of £640,000 was granted in the 2021 year. Interest is charge on the loan at 3.0% per annum over the Bank of England base rate. The loan is being repaid by 72 installments of £9,754.30 per month (covering principal and interest payment). From March to August 2021 a 6 month payment holiday was granted by the lender. As the outstanding balance of the loan will be repaid in fewer installments, monthly repayments will resume at £10,477.39. Due to a breach of financial covenant attached to this loan at 30 June 2022 the loan has been reclassified as repayable on demand. No waiver for this breach has been obtained by the Directors, but the lender has otherwise agreed not to take action and recall the loan. 


22.


HIRE PURCHASE AND FINANCE LEASES


Minimum lease payments under hire purchase fall due as follows:

Group

Group
2022
2021
£
£

Within one year
1,776,008
1,449,375

Between 1-5 years
4,805,533
6,243,123

6,581,541
7,692,498

Page 37


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

23.


DEFERRED TAXATION


Group



2022
2021


£

£






At beginning of year
(1,163,427)
(977,421)


Charged to profit or loss
233,876
(186,006)



AT END OF YEAR
(929,551)
(1,163,427)

The provision for deferred taxation is made up as follows:

Group
Group
2022
2021
£
£

Accelerated capital allowances
(2,020,506)
(1,802,491)

Tax losses carried forward
1,090,955
639,064

(929,551)
(1,163,427)


24.


SHARE CAPITAL

2022
2021
£
£
ALLOTTED, CALLED UP AND FULLY PAID



120 (2021: 120) 'A' Ordinary shares of £1.00 each
120
120
30 (2021: 30) 'B' Ordinary shares of £1.00 each
30
30
700,000 (2021: 700,000) 'C' Preference shares of £1.00 each
700,000
700,000

700,150

700,150

A Ordinary shares have full rights in the company with respect to voting, dividends and distributions. 
B Ordinary shares carry no right to a return of capital on liquidation, carry no voting rights and are eligible to be transferred without unanimous consent of all other B Ordinary shareholders.
As at 23 May 2018 the C Ordinary shares were converted C Preference shares. These shares are entitled to a fixed cumulative dividend of £0.005 per share per year, carry no voting rights and shares may only be transferred with the agreement of all ordinary shareholders. The directors have considered the requirements under FRS102 concerning the classification of such instruments as debt or equity and do not believe any debt element to be material. The C preference shares therefore continue to be classed as equity. 


Page 38


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

25.


RESERVES

Share premium account

The share premium account includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.

Profit and loss account

The profit and loss account includes all current and prior period retained profit and losses. All are considered distributable.

Non-controlling interest
The non-controlling interest related to amounts that are attributable to minority shareholders that do not have a controlling stake in the business.


26.


PENSION COMMITMENTS

The group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund. The pension cost charge represents contributions payable by the group to the fund and amounted to £255,644 (2021: £227,390). Contributions totalling £46,884 (2021: £43,128) were payable to the fund at the reporting date.


27.


COMMITMENTS UNDER OPERATING LEASES

At 30 June 2022 the Group and the company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2022
2021
£
£


Not later than 1 year
106,404
97,950

Later than 1 year and not later than 5 years
110,016
112,894

216,420
210,844

28.


RELATED PARTY TRANSACTIONS

The company has taken advantage of the exemption under Financial Reporting Standard 102 Section 33 from the requirement to disclose transactions with group companies.
At the year end, the company had amounts owed to group undertakings totalling £1,476,320 (2021: £1,393,020).
At the year end, the company owed directors £Nil (2021: £16,700).
At the year end, the group was owed by a director £54,495 (2021: £22,244). The maximum overdrawn balance on the loan was £54,495 (2021: £37,500).
During the year, directors received dividends totalling £186,467 (2021: £210,467).

Page 39


FRAMPTONS GROUP HOLDINGS LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2022

29.


ULTIMATE CONTROLLING PARTY

The ultimate controlling party is I J Harvey by virtue of his majority shareholding in Framptons Group Holdings Limited.

 
Page 40