Company registration number 11205119 (England and Wales)
K & Z HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
K & Z HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr S M Nanji
Mr N S Hussein
Company number
11205119
Registered office
Kalamu House
11 Coldbath Square
London
EC1R 5HL
Auditor
KLSA LLP
Kalamu House
11 Coldbath Square
London
EC1R 5HL
Bankers
HSBC Bank Plc
1 Corn Market
High Wycombe, Buckinghamshire
HP11 2AY
K & Z HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 9
Profit and loss account
10
Group statement of comprehensive income
11
Group balance sheet
12
Company balance sheet
13
Group statement of changes in equity
14
Company statement of changes in equity
15
Group statement of cash flows
16
Company statement of cash flows
17
Notes to the financial statements
18 - 33
K & Z HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2023
- 1 -

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

Review of the business

The results for the period under review and the financial position at the period end were considered satisfactory by the Directors. The Group's objective is to achieve sustainable rates of growth and returns through a combination of organic growth and acquisition of new units.

 

Turnover for the year ended 31 March 2023 amounted to £18,740,220 compared to £15,166,437 for the previous year and the operating (loss)/​profit for the year was (£10,375) compared to £1,529,426 in the previous year. At the year-end, the Group has a net current asset of £22,209 (2022:£1,193,933) and net assets of £492,919 (2022: £1,126,266).

 

The development strategy is to continue the implementation of several operational initiatives to drive like for like sales and enhance margins. The key areas of continued operational focus include the achievement of high standards of customer service and investment in the training and development of our unit managers and teams.

Principal risks and uncertainties

The management of the business and the execution of the group's strategy are subject to a number of risks. Risks are reviewed by the Directors and appropriate processes are put in place to monitor and mitigate them. The key business risks affecting the group are set out below:-

 

Inherent risk

The company operates as a Kentucky Fried Chicken (KFC) and a Pret A Manger (Pret) franchisee thus is required to maintain the operational and health & safety standards set by KFC and Pret respectively. The management ensure compliance with the guidelines regularly to avoid any disruption in operations.

 

Financial Risk Management

The main financial risks inherent from the group's operations are:

 

(a) Credit risk

The Group has no significant concentrations of credit risk. The nature of its operations results in a large customer base and a significant amount of cash sales.

 

(b) Interest rate risk

The Group's interest rate risk arises from long-term borrowings. The Directors monitor the net debt, banking facilities and cash flows on a regular basis and adequate working capital facilities are in place.

 

(c) Liquidity risk.

The Group manages its exposure to liquidity risk through a naturally low level of debtors, maintaining a diversity of funding sources.

Development and performance

The Group operates in a highly competitive market particularly around service offering, price and product quality. There is a risk that they will not meet their customer’s expectation. In order to mitigate this risk, the teams from each Brand monitor market offerings and pricing on an ongoing basis each Brand also monitors the Group; Pret operates a weekly ‘Mystery Shopper’ scheme and KFC use analytics software to review staff and customer metrics, this ensures menu offering and customer services are maintained to a high standard.

 

Employees

The Group's performance depends largely on its managers and teams, both at the units and head office level. The Group has established a highly experienced and capable leadership team with extensive industry experience. The Group is devoted to its employees and its unique culture and has a number of schemes linked to the results that are designed to reward and retain key individuals.

K & Z HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 2 -
Key performance indicators

The Board monitors progress on the overall group strategy and the individual strategic elements by reference to a number of key performance indicators. The key financial performance indicators of the group are gross profit margins and turnover.

 

The gross profit of the Group for the period under review was £5,374,938 (2022: £5,199,139), producing a satisfactory gross profit margin of 29% (2022: 34%) on a turnover of £18,740,220 (2022: £15,166,438). The Group has a net current asset of £22,209 (2022: £1,193,933) and net assets of £492,719 (2022: £1,126,266).

 

The key non-financial performance indicators are adherence to a high quality of operational and food hygiene standards set by the franchisors as well as customer satisfaction.

 

Financial instruments

The Company's policy is to finance its operations from retained profits, inter-company borrowings and bank facilities.

 

The financial instruments utilised by the Company are borrowings, short-term cash deposits and items such as trade creditors which arise directly from its operations. The Company's policy is not to trade in financial instruments.

On behalf of the board

Mr S M Nanji
Director
30 October 2023
K & Z HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2023
- 3 -

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

Principal activities

The principal activity of the company is a holding company and of the group was that of operating as fast food KFC and Pret A Manger franchisees.

Results and dividends

The results for the year are set out on page 10.

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

Directors

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

Mr S M Nanji
Mr N S Hussein
Disabled persons

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 within the group continues and that the 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.

Employee involvement

The group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.

 

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

 

There is no employee share scheme at present, but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the company's performance.

Auditor

KLSA LLP 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.

Statement of disclosure to auditor

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

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

K & Z HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 4 -
On behalf of the board
Mr S M Nanji
Director
30 October 2023
K & Z HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2023
- 5 -

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

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

 

 

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

K & Z HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF K & Z HOLDINGS LIMITED
- 6 -
Opinion

We have audited the financial statements of K & Z Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2023 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

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

Other information

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

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

K & Z HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF K & Z HOLDINGS LIMITED
- 7 -
Matters on which we are required to report by exception

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

 

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

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

K & Z HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF K & Z HOLDINGS LIMITED
- 8 -

Extent to which the audit was considered capable of detecting irregularities, including fraud and non-compliance with laws and regulations

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

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

To address the risk of non-compliance with laws and regulations, we communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.

Firstly, the Group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation) and taxation legislation (including payroll taxes) and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statements items.

 

Secondly, the Group is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation or the loss of the Group’s license to operate. We identified the following areas as those most likely to have such an effect: terms attached to the KFC and Pret A Manger (Pret) Franchise and food health and safety regulations in the restaurants. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the Directors and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards; for instance, any non-compliance with laws and regulations and fraud which is far removed from transactions reflected in the financial statements would diminish the likelihood of detection. Furthermore, the risk of not detecting a material misstatement due to fraud is greater than the risk of not detecting one resulting from error.

 

Fraud may involve deliberate concealment by, for example, forgery or intentional omissions, misrepresentation, or through an act of collusion that would mitigate internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

K & Z HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF K & Z HOLDINGS LIMITED
- 9 -

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

Use of our report

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

Shilpa Chheda (Senior Statutory Auditor)
For and on behalf of KLSA LLP
30 October 2023
Chartered Accountants
Statutory Auditor
Kalamu House
11 Coldbath Square
London
EC1R 5HL
K & Z HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 MARCH 2023
- 10 -
2023
2022
Notes
£
£
Turnover
3
18,740,220
15,166,437
Cost of sales
(13,365,282)
(9,967,298)
Gross profit
5,374,938
5,199,139
Administrative expenses
(5,552,887)
(3,855,732)
Other operating income
167,574
186,019
Operating (loss)/profit
4
(10,375)
1,529,426
Interest payable and similar expenses
7
(413,524)
(126,195)
(Loss)/profit before taxation
(423,899)
1,403,231
Tax on (loss)/profit
8
(209,448)
(301,935)
(Loss)/profit for the financial year
(633,347)
1,101,296
(Loss)/profit for the financial year is all attributable to the owners of the parent company.
K & Z HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2023
- 11 -
2023
2022
£
£
(Loss)/profit for the year
(633,347)
1,101,296
Other comprehensive income
-
-
Total comprehensive income for the year
(633,347)
1,101,296
Total comprehensive income for the year is all attributable to the owners of the parent company.
K & Z HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT 31 MARCH 2023
31 March 2023
- 12 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
9
1,013,760
1,300,000
Tangible assets
10
6,289,344
4,462,441
7,303,104
5,762,441
Current assets
Stocks
13
160,949
113,937
Debtors
14
1,487,706
916,162
Cash at bank and in hand
1,487,955
2,536,238
3,136,610
3,566,337
Creditors: amounts falling due within one year
15
(3,114,401)
(2,372,404)
Net current assets
22,209
1,193,933
Total assets less current liabilities
7,325,313
6,956,374
Creditors: amounts falling due after more than one year
16
(6,526,042)
(5,733,204)
Provisions for liabilities
Deferred tax liability
18
306,352
96,904
(306,352)
(96,904)
Net assets
492,919
1,126,266
Capital and reserves
Called up share capital
20
200
200
Profit and loss reserves
492,719
1,126,066
Total equity
492,919
1,126,266

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 30 October 2023 and are signed on its behalf by:
30 October 2023
Mr S M Nanji
Director
Company registration number 11205119 (England and Wales)
K & Z HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 MARCH 2023
31 March 2023
- 13 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
11
200
200
Current assets
Cash at bank and in hand
4,841
5,061
Creditors: amounts falling due within one year
15
(5,100)
(5,100)
Net current liabilities
(259)
(39)
Net (liabilities)/assets
(59)
161
Capital and reserves
Called up share capital
20
200
200
Profit and loss reserves
(259)
(39)
Total equity
(59)
161

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £219 (2022 - £39 loss).

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 30 October 2023 and are signed on its behalf by:
30 October 2023
Mr S M Nanji
Director
Company registration number 11205119 (England and Wales)
K & Z HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
- 14 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 April 2021
200
24,770
24,970
Year ended 31 March 2022:
Profit and total comprehensive income
-
1,101,296
1,101,296
Balance at 31 March 2022
200
1,126,066
1,126,266
Year ended 31 March 2023:
Loss and total comprehensive income
-
(633,347)
(633,347)
Balance at 31 March 2023
200
492,719
492,919
K & Z HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
- 15 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 April 2021
100
-
0
100
Year ended 31 March 2022:
Loss and total comprehensive income for the year
-
(39)
(39)
Issue of share capital
20
100
-
100
Balance at 31 March 2022
200
(39)
161
Year ended 31 March 2023:
Profit and total comprehensive income
-
(220)
(220)
Balance at 31 March 2023
200
(259)
(59)
K & Z HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2023
- 16 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
24
1,192,049
1,358,142
Interest paid
(413,524)
(126,195)
Income taxes paid
(332,652)
(135,261)
Net cash inflow from operating activities
445,873
1,096,686
Investing activities
Purchase of tangible fixed assets
(2,584,969)
(67,876)
Net cash used in investing activities
(2,584,969)
(67,876)
Financing activities
Repayment of borrowings
(39,633)
(132,938)
Proceeds of new bank loans
1,950,000
500,000
Repayment of bank loans
(819,554)
(936,887)
Net cash generated from/(used in) financing activities
1,090,813
(569,825)
Net (decrease)/increase in cash and cash equivalents
(1,048,283)
458,985
Cash and cash equivalents at beginning of year
2,536,238
2,077,253
Cash and cash equivalents at end of year
1,487,955
2,536,238
K & Z HOLDINGS LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2023
- 17 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
25
(220)
5,061
Investing activities
Purchase of subsidiaries
-
0
(200)
Net cash used in investing activities
-
(200)
Financing activities
Proceeds from issue of shares
-
100
Net cash (used in)/generated from financing activities
-
100
Net (decrease)/increase in cash and cash equivalents
(220)
4,961
Cash and cash equivalents at beginning of year
5,061
100
Cash and cash equivalents at end of year
4,841
5,061
K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
- 18 -
1
Accounting policies
Company information

K & Z Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is .

 

The group consists of K & Z Holdings Limited and all of its subsidiaries.

1.1
Accounting convention

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

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

The financial statements have been prepared under the historical cost convention, [modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value]. The principal accounting policies adopted are set out below.

1.2
Business combinations

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

 

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

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company K & Z Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

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

 

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

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

K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 19 -
1.4
Going concern

The group is financed by equity, shareholders loans and banking facilities. The group is therefore dependent upon it's bankers and shareholders for continued financial support.

 

In the year ended 31 March 2023, the group made a (loss)/profit of (£633,347) (2022: £1,101,296). At the year-end, the group has a net current asset of £22,209 (2022: £1,193,933) and net assets of £492,919 (2022: £1,126,266).

 

The directors have reviewed and assessed forecast budgets for the potential impact of uncertainties. The directors also considered the group’s financing facilities and future funding plans. Based on this, we confirmed that the application of the going concern basis for the preparation of the financial statements continued to be appropriate.

 

In accordance with their responsibilities, the directors have considered the appropriateness of the going concern basis for the preparation of the financial statements. The directors are not aware of any likely events, conditions or business risks beyond this period that may cast significant doubt on the group's ability to continue as a going concern. Accordingly, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future and so continue to prepare to prepare these financial statements on the going concern basis.

The shareholders will continue to provide financial support to the group as required and thus the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. In addition, the directors aren't aware of any unlikely event, conditions and business risks beyond this point that may cast a significant doubt on the Group's and company's ability to continue as a going concern.

1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes.

Turnover represents the invoiced value, net of Value Added Tax, of food and beverage provided to customers. Turnover from restaurants is recognised when payment is tendered by the customer at the point of sale.

Turnover represents amounts receivable from rents charged and invoiced net of value added tax. Rents received prior to the period to which they relate are accounted for as deferred income and released to the profit and loss account in the period to which the rent relates.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

1.7
Tangible fixed assets

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

K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 20 -

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

Freehold buildings
2% Straight line method on buildings
Leasehold land and buildings
Over the remaining life of the lease
Leasehold improvements
Amortised over the term of the lease
Plant and equipment
25% Reducing balance method
Fixtures and fittings
25% Reducing balance method
Motor vehicles
25% Reducing balance method

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

1.8
Fixed asset investments

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

 

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

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

1.9
Impairment of fixed assets

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

 

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

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.

1.10
Stocks

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

1.11
Cash and cash equivalents

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

K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 21 -
1.12
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

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

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 22 -
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.

Derecognition of financial liabilities

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

1.13
Equity instruments

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

1.14
Taxation

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

Current tax

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

Deferred tax

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

 

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

K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 23 -
1.15
Employee benefits

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

 

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

 

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

1.16
Retirement benefits

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

1.17
Leases

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

1.18
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

2
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.

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.

Tangible and intangible assets

Depreciation and amortisation is provided on all tangible and intangible assets respectively, calculated to write off the cost of each asset over it estimated useful life. The estimation of an asset's useful economic life has a significant effect on the annual depreciation and amortisation charge. The Directors review the useful lives and residual values of the items of tangible and intangible assets on a regular basis.

K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 24 -
3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Turnover
18,740,220
15,166,437
2023
2022
£
£
Other revenue
Grants received
78,334
194,172
Other income
-
8,347
4
Operating (loss)/profit
2023
2022
£
£
Operating (loss)/profit for the year is stated after charging/(crediting):
Government grants
(78,334)
(194,172)
Depreciation of owned tangible fixed assets
758,066
459,031
Amortisation of intangible assets
286,240
286,241
Operating lease charges
706,946
356,699
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
1,000
1,000
Audit of the financial statements of the company's subsidiaries
48,000
39,000
49,000
40,000
For other services
Taxation compliance services
3,000
3,000
All other non-audit services
19,434
42,500
22,434
45,500
K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 25 -
6
Employees

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

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Total
355
237
2
2

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
4,725,314
3,277,564
-
0
-
0
Social security costs
267,507
185,670
-
-
Pension costs
48,612
91,413
-
0
-
0
5,041,433
3,554,647
-
0
-
0
7
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
389,468
126,195
Loan arrangement fees
24,056
-
0
413,524
126,195
8
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
-
0
332,652
Deferred tax
Origination and reversal of timing differences
209,448
(30,717)
Total tax charge
209,448
301,935
K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
8
Taxation
(Continued)
- 26 -

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

2023
2022
£
£
(Loss)/profit before taxation
(423,899)
1,403,231
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 19.00% (2022: 19.00%)
(80,541)
266,614
Tax effect of expenses that are not deductible in determining taxable profit
6,055
1,460
Tax effect of income not taxable in determining taxable profit
-
0
(28,500)
Unutilised tax losses carried forward
161,504
7
Permanent capital allowances in excess of depreciation
(87,018)
93,071
Deferred tax (credit)/charge for the year
209,448
(30,717)
Taxation charge
209,448
301,935
9
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 April 2022 and 31 March 2023
2,862,398
Amortisation and impairment
At 1 April 2022
1,562,398
Amortisation charged for the year
286,240
At 31 March 2023
1,848,638
Carrying amount
At 31 March 2023
1,013,760
At 31 March 2022
1,300,000
The company had no intangible fixed assets at 31 March 2023 or 31 March 2022.

Included within the Group Intangible fixed asset, is Goodwill on consolidation of £52,113 (2022: £52,113) and purchased Goodwill for acquisition of stores of £2,810,285 (2022: £2,810,285) at cost.

K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 27 -
10
Tangible fixed assets
Group
Freehold buildings
Leasehold land and buildings
Leasehold improvements
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
£
£
Cost
At 1 April 2022
2,687,727
139,030
1,516,548
-
0
2,790,228
-
0
7,133,533
Additions
-
0
1,348,162
-
0
114,252
1,097,215
25,340
2,584,969
At 31 March 2023
2,687,727
1,487,192
1,516,548
114,252
3,887,443
25,340
9,718,502
Depreciation and impairment
At 1 April 2022
118,083
111,224
511,940
-
0
1,929,845
-
0
2,671,092
Depreciation charged in the year
32,544
171,002
138,498
25,652
387,947
2,423
758,066
At 31 March 2023
150,627
282,226
650,438
25,652
2,317,792
2,423
3,429,158
Carrying amount
At 31 March 2023
2,537,100
1,204,966
866,110
88,600
1,569,651
22,917
6,289,344
At 31 March 2022
2,569,644
27,806
1,004,608
-
0
860,383
-
0
4,462,441
The company had no tangible fixed assets at 31 March 2023 or 31 March 2022.
K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 28 -
11
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
12
-
0
-
0
200
200
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 April 2022 and 31 March 2023
200
Carrying amount
At 31 March 2023
200
At 31 March 2022
200
12
Subsidiaries

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

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Indirect
K & Z Newhaven Limited
England and Wales
Takeaway food & restuarant
Ordinary
100.00
-
K & Z Group Limited
England and Wales
Coffee store & restaurant
Ordinary
100.00
-
K & Z South London Limited
England and Wales
Takeaway food & restuarant
Ordinary
-
100.00
K & Z Crawley Limited
England and Wales
Takeaway food & restuarant
Ordinary
-
100.00
K & Z Property Limited
England and Wales
Property investment and letting to group companies
Ordinary
-
100.00
13
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Raw materials and consumables
160,949
113,937
-
0
-
0
K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 29 -
14
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
167,222
105,596
-
0
-
0
Other debtors
937,530
591,726
-
0
-
0
Prepayments and accrued income
382,954
218,840
-
0
-
0
1,487,706
916,162
-
-
15
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans
17
1,013,760
715,785
-
0
-
0
Trade creditors
887,012
539,876
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
5,100
5,100
Corporation tax payable
-
0
332,652
-
0
-
0
Other taxation and social security
505,941
245,746
-
-
Other creditors
150,266
230,382
-
0
-
0
Accruals and deferred income
557,422
307,963
-
0
-
0
3,114,401
2,372,404
5,100
5,100
16
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
17
5,304,772
4,472,301
-
0
-
0
Other borrowings
17
1,121,270
1,160,903
-
0
-
0
Other creditors
100,000
100,000
-
0
-
0
6,526,042
5,733,204
-
-
Amounts included above which fall due after five years are as follows:
Payable by instalments
1,661,233
1,820,565
-
-
K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 30 -
17
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank loans
6,318,532
5,188,086
-
0
-
0
Other loans
1,121,270
1,160,903
-
0
-
0
7,439,802
6,348,989
-
-
Payable within one year
1,013,760
715,785
-
0
-
0
Payable after one year
6,426,042
5,633,204
-
0
-
0

The long-term loans are secured by:

18
Deferred taxation

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

Liabilities
Liabilities
2023
2022
Group
£
£
Accelerated capital allowances
306,352
96,904
The company has no deferred tax assets or liabilities.
Group
Company
2023
2023
Movements in the year:
£
£
Liability at 1 April 2022
96,904
-
Charge to profit or loss
209,448
-
Liability at 31 March 2023
306,352
-
K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 31 -
19
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
48,612
91,413

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

20
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
200
200
200
200
21
Operating lease commitments
Lessee

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

Group
Company
2023
2022
2023
2022
£
£
£
£
Within one year
942,485
399,160
-
-
Between two and five years
2,666,735
1,298,746
-
-
In over five years
4,014,417
2,923,750
-
-
7,623,637
4,621,656
-
-
22
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2023
2022
£
£
Aggregate compensation
16,309
65,223

Other information

Included within other creditors due after more than one year is £1,121,270 (2022: £1,277,495) other loans from directors.

 

Included within creditors are amounts payable to associated companies, K & Z Enterprises Ltd of £50,000 (2022: £99,142) and K & Z Wallington Ltd of £50,000 (2022: £100,391).

K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 32 -
23
Contingent Liability

The group companies have provided cross guarantees for the group borrowings.

24
Cash generated from group operations
2023
2022
£
£
(Loss)/profit for the year after tax
(633,347)
1,101,296
Adjustments for:
Taxation charged
209,448
301,935
Finance costs
413,524
126,195
Amortisation and impairment of intangible assets
286,240
286,241
Depreciation and impairment of tangible fixed assets
758,066
459,031
Movements in working capital:
Increase in stocks
(47,012)
(32,603)
Increase in debtors
(571,544)
(139,192)
Increase/(decrease) in creditors
776,674
(744,761)
Cash generated from operations
1,192,049
1,358,142
25
Cash (absorbed by)/generated from operations - company
2023
2022
£
£
Loss for the year after tax
(220)
(39)
Movements in working capital:
Increase in creditors
-
5,100
Cash (absorbed by)/generated from operations
(220)
5,061
26
Analysis of changes in net debt - group
1 April 2022
Cash flows
31 March 2023
£
£
£
Cash at bank and in hand
2,536,238
(1,048,283)
1,487,955
Borrowings excluding overdrafts
(6,348,989)
(1,090,813)
(7,439,802)
(3,812,751)
(2,139,096)
(5,951,847)
K & Z HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 33 -
27
Analysis of changes in net funds - company
1 April 2022
Cash flows
31 March 2023
£
£
£
Cash at bank and in hand
5,061
(220)
4,841
2023-03-312022-04-01falseCCH SoftwareCCH Accounts Production 2023.300Mr S M NanjiMr N S 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