The Leaflet Co Limited
Annual Report and Financial Statements
For the year ended 30 September 2022
Company Registration No. 02011239 (England and Wales)
The Leaflet Co Limited
Company Information
Directors
M C Denmark
M P Young
R Whitehair
R E Elliot
Secretary
R Whitehair
Company number
02011239
Registered office
47 Great Marlborough Street
London
W1F 7JP
Auditor
Moore Kingston Smith LLP
6th Floor
9 Appold Street
London
EC2A 2AP
The Leaflet Co Limited
Contents
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 18
The Leaflet Co Limited
Strategic Report
For the year ended 30 September 2022
Page 1

The directors present the strategic report for the year ended 30 September 2022.

Fair Review of the business

Turnover for the 12 months ending 30 September 2022 was £43.4m (2021: £43.6m). Gross profit margin was 10.0% (2021: 9.7%) reflecting a good performance in the business despite the ongoing weak economic conditions in the UK.

 

The Directors believe that margins will be maintained in the coming year and are seeing clients now moving business back to leaflets and particularly inserts. The business continues to generate strong operating cash flows.

Principal risks and uncertainties

The company's principal risk relates to credit risk.

 

Company credit risk is principally attributable to trade debtors. In order to manage credit risk, we establish limits with customers based on a combination of payment history and third party credit references. Credit limits are reviewed by company management in conjunction with debt ageing and collection history.

Future developments

The directors will continue to focus on enhancing the customer offering. There will also be ongoing efforts to improve cash generation and control working capital levels. Despite the pressure of the economic downturn, with these objectives, the directors are confident of strong financial performance in the foreseeable future.

On behalf of the board

R E Elliot
Director
19 February 2024
The Leaflet Co Limited
Directors' Report
For the year ended 30 September 2022
Page 2

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

Principal activities

The principal activity of the company continued to be that of acting as an intermediary between the end customers' agency and the distribution companies for the door to door distribution of leaflets.

Directors

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

M C Denmark
M P Young
R Whitehair
R E Elliot
Results and dividends

The results for the year are set out on page 8.

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

Auditor

The auditor, Moore Kingston Smith LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of directors' responsibilities

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 company and of the profit or loss of the company 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 company’s transactions and disclose with reasonable accuracy at any time the financial position of the 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Leaflet Co Limited
Directors' Report (Continued)
For the year ended 30 September 2022
Page 3
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 company’s auditor 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 company’s auditor is aware of that information.

On behalf of the board
R E Elliot
Director
19 February 2024
The Leaflet Co Limited
Independent Auditor's Report
To the Members of The Leaflet Co Limited
Page 4
Opinion

We have audited the financial statements of The Leaflet Co Limited (the 'company') for the year ended 30 September 2022 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity 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 FRS 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 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 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.

The Leaflet Co Limited
Independent Auditor's Report (Continued)
To the Members of The Leaflet Co Limited
Page 5

Opinions on other matters prescribed by the Companies Act 2006

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

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the 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 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 company or to cease operations, or have no realistic alternative but to do so.

The Leaflet Co Limited
Independent Auditor's Report (Continued)
To the Members of The Leaflet Co Limited
Page 6
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.

 

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

 

 

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

 

The Leaflet Co Limited
Independent Auditor's Report (Continued)
To the Members of The Leaflet Co Limited
Page 7

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

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.

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

Our approach was as follows:

 

 

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

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.

Colin Turnbull
Senior Statutory Auditor
for and on behalf of Moore Kingston Smith LLP
19 February 2024
Chartered Accountants
Statutory Auditor
6th Floor
9 Appold Street
London
EC2A 2AP
The Leaflet Co Limited
Statement of Comprehensive Income
For the year ended 30 September 2022
Page 8
2022
2021
Notes
£
£
Turnover
3
43,100,111
43,570,691
Cost of sales
(38,770,658)
(39,347,748)
Gross profit
4,329,453
4,222,943
Administrative expenses
(4,101,412)
(3,950,900)
Profit before taxation
228,041
272,043
Tax on profit
8
(60,305)
(54,575)
Profit for the financial year
167,736
217,468

The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

The Leaflet Co Limited
Balance Sheet
As at 30 September 2022
Page 9
2022
2021
Notes
£
£
£
£
Current assets
Debtors
10
8,175,968
10,569,563
Cash at bank and in hand
1,138,218
1,127,256
9,314,186
11,696,819
Creditors: amounts falling due within one year
11
(8,303,691)
(10,854,060)
Net current assets
1,010,495
842,759
Capital and reserves
Called up share capital
13
24,800
24,800
Capital redemption reserve
200
200
Profit and loss reserves
985,495
817,759
Total equity
1,010,495
842,759
The financial statements were approved by the board of directors and authorised for issue on 19 February 2024 and are signed on its behalf by:
R E Elliot
Director
Company Registration No. 02011239
The Leaflet Co Limited
Statement of Changes in Equity
For the year ended 30 September 2022
Page 10
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 October 2020
24,800
200
815,291
840,291
Period ended 30 September 2021:
Profit and total comprehensive income for the period
-
-
217,468
217,468
Dividends
9
-
-
(215,000)
(215,000)
Balance at 30 September 2021
24,800
200
817,759
842,759
Year ended 30 September 2022:
Profit and total comprehensive income for the year
-
-
167,736
167,736
Balance at 30 September 2022
24,800
200
985,495
1,010,495
The Leaflet Co Limited
Notes to the Financial Statements
For the year ended 30 September 2022
Page 11
1
Accounting policies
Company information

The Leaflet Co Limited is a private company limited by shares incorporated in England and Wales. The registered office is 47 Great Marlborough Street, London, W1F 7JP.

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. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the company are consolidated in the financial statements of Media Concierge (Holdings) Limited. These consolidated financial statements are available from its registered office, 47 Great Marlborough Street, London, W1F 7JP.

1.2
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors of the parent company, Media Concierge (Holdings) Limited, have prepared a cash flow forecast for a period of 12 months from the date of approval of these financial statements which indicates that the group and company will have sufficient funds to meet liabilities as they fall due for that period. The cash flow forecast has assessed the impacts oftrue economic uncertainty and has concluded that there is no significant impact to the going concern status of the company. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

The Leaflet Co Limited
Notes to the Financial Statements (Continued)
For the year ended 30 September 2022
1
Accounting policies
(Continued)
Page 12
1.4
Cash at bank and in hand

Cash at bank and in hand 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.

1.5
Financial instruments

The company 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 company's balance sheet when the company 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 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 company 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 company after deducting all of its liabilities.

The Leaflet Co Limited
Notes to the Financial Statements (Continued)
For the year ended 30 September 2022
1
Accounting policies
(Continued)
Page 13
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 company’s contractual obligations expire or are discharged or cancelled.

1.6
Equity instruments

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

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

1.7
Taxation

The tax expense represents the tax currently payable.

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 periods and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

1.8
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.

1.9
Retirement benefits

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

The Leaflet Co Limited
Notes to the Financial Statements (Continued)
For the year ended 30 September 2022
1
Accounting policies
(Continued)
Page 14
1.10
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Judgements and key sources of estimation uncertainty

In the application of the company’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.

 

The directors consider that there are no key sources of estimation uncertainty for the period under review.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Recognition of cost of sales

In the normal course of business, the company makes an estimate of the amount and volume of media costs associated with each sale when the sale is ordered. These costs are reviewed annually and adjusted where necessary.

3
Turnover and other revenue
2022
2021
£
£
Turnover analysed by class of business
Marketing sales - UK
43,100,111
43,570,691
4
Operating profit
2022
2021
Operating profit for the year is stated after (crediting):
£
£
Exchange losses
(623)
-
0
The Leaflet Co Limited
Notes to the Financial Statements (Continued)
For the year ended 30 September 2022
Page 15
5
Auditor's remuneration
2022
2021
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
32,500
26,198
For other services
All other non-audit services
8,400
27,500
6
Employees

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

2022
2021
Number
Number
Sales
3
3
Distribution
7
10
Management
1
1
Total
11
14

Their aggregate remuneration comprised:

2022
2021
£
£
Wages and salaries
958,018
1,811,511
Social security costs
108,051
82,036
Pension costs
12,740
11,150
1,078,809
1,904,697
7
Directors' remuneration
2022
2021
£
£
Remuneration for qualifying services
50,000
56,222
8
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
60,305
54,575
The Leaflet Co Limited
Notes to the Financial Statements (Continued)
For the year ended 30 September 2022
8
Taxation
(Continued)
Page 16

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

2022
2021
£
£
Profit before taxation
228,041
272,043
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
43,328
51,688
Tax effect of expenses that are not deductible in determining taxable profit
16,977
2,887
Taxation charge for the year
60,305
54,575
9
Dividends
2022
2021
£
£
Interim paid
-
0
215,000
10
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
4,125,010
4,938,566
Amounts owed by group undertakings
2,966,388
3,914,632
Other debtors
367,074
350,214
Prepayments and accrued income
717,496
1,366,151
8,175,968
10,569,563
The Leaflet Co Limited
Notes to the Financial Statements (Continued)
For the year ended 30 September 2022
Page 17
11
Creditors: amounts falling due within one year
2022
2021
£
£
Trade creditors
7,596,521
7,424,482
Amounts owed to group undertakings
167,634
1,959,745
Corporation tax
60,305
55,576
Other taxation and social security
260,948
507,914
Other creditors
3,065
2,333
Accruals and deferred income
215,218
904,010
8,303,691
10,854,060
12
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
12,740
11,150

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

13
Share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 1p each
2,480,000
2,480,000
24,800
24,800
14
Contingent liabilities

The bank overdraft facilities are secured by way of a fixed and floating charge and a composite accounting agreement between all group companies with a bank account. An unlimited cross guarantee in respect of these companies has been given to the bank. The total outstanding liability for the group in respect of the overdraft facility is £nil (2021: £nil).

The Leaflet Co Limited
Notes to the Financial Statements (Continued)
For the year ended 30 September 2022
Page 18
15
Related party transactions

The company has taken advantage of the exemption available under paragraph 33.1A of the Financial Reporting Standard 102 not to disclose transactions with any wholly owned members of the group.

 

During the year the company made sponsorship payments for promotional purposes totalling £99,000 (2021: £88,000) to MCD Racing, a company which shares a director. At the balance sheet the date the company owed MCD Racing £nil (2021: £nil).

 

At the balance sheet date the company was owed £31,028 (2021: £31,028) from a director.

 

During the year the company was charged £50,000 (2021: £56,222) by a company controlled by a director for consultancy services.

 

At the balance sheet date the company owed £5,110 (2021: was owed £39,980) from fellow group undertaking.

 

During the year sales of £64,300 (2021: £402,400) were made to a company which the ultimate parent company of this entity holds a significant influence.

 

During the year costs of £66,800 (2021: £402,400) were incurred from a company which the ultimate parent company of this entity holds a significant influence.

 

 

16
Ultimate controlling party

The immediate and ultimate parent company is Media Concierge (Holdings) Limited, a company incorporated in England and Wales.

 

The smallest and largest entity preparing consolidated accounts is Media Concierge (Holdings) Limited. The consolidated group accounts are available from 47 Great Marlborough Street, London, W1F 7JP.

 

The ultimate controlling party is M C Denmark by virtue of his shareholding in Media Concierge (Holdings) Limited.

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