Company registration number 14124258 (England and Wales)
PHF HOLDINGS LIMITED
GROUP STRATEGIC REPORT OF THE DIRECTORS AND AUDITED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023
PHF HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr G S Lewin
Ms S E Twiggs
Company number
14124258
Registered office
Unit 23 Cottage Lane Industrial Estate
Swannington Road
Broughton Astley
Leicester
Leicestershire
LE9 6TU
Auditor
BK Plus Audit Limited
2 Highlands Court
Cranmore Avenue
Solihull
West Midlands
B90 4LE
PHF HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Group statement of comprehensive income
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Company statement of cash flows
14
Notes to the financial statements
15 - 32
PHF HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 AUGUST 2023
- 1 -

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

Principal activities

The principal activity of the company and group continued to be that of parent company.

Review of the business

The principal activity of PHF Holdings Limited is that of a holding company. The principal activity of its trading subsidiary, Phil Holden Fasteners Limited, is that of the supply of threaded fasteners to the construction, architectural and engineering sectors. The Group's other subsidiary, Freshspirit Limited remained dormant during the financial period.

 

The financial results for the year and financial position of the Company and Group are as shown in the annexed financial statements. The Directors are satisfied with the performance of the Company and the Group and the financial position as at 31st August 2023

 

The Company does not trade however the Consolidated Profit and Loss account reflects the results of the trading subsidiary Phil Holden Fasteners Ltd (PHF). PHF's trading position shows a 27% increase in turnover from the previous year reflecting a strong performance irrespective of the external world economic conditions. This was achieved by continued investment in capital projects, employees training and building a positive working environment.

Key Performance Indicators

The Company and Group monitors its Key Performance Indicators (KPl's) which are measured against the business plan. The integrity of our KPl's is monitored to ensure reliance can be placed upon the figures provided.

 

The Trading Subsidiary PHF's return on capital employed was 78% compared with 55% in the previous year while the gross margin improved to 38.61% from 28.73% last year. The net profit before taxation compared to sales was 16.6% (last year 8.1%).

 

The directors consider that given the economic environment in which the Trading Company operated during the year the Subsidiary PHF KPl's are very satisfactory.

Future Developments and Research and Development

Over the last four decades the Group's trading subsidiary, Phil Holden Fasteners Limited has continued to evolve and deliver solutions for our customers. The Group remains committed to investment in our core products and providing innovative solutions to our customers and delivering the quality of service that PHF is renowned for. This is paramount within the Group's strategic plans.

 

We are confident that the strategic actions we take will ensure the Group makes satisfactory progress. This is reflected in the current years trading in PHF and financial position at the date of the audit report which is well ahead of last year.

 

The Group's long-term success is built upon the quality of PHF's products and a high standard of customer service. We will continue to monitor our efficiency and performance ensuring the Group continues to further benefit its stakeholders for future years.

PHF HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 2 -
Principal risks and uncertainties

We aim to present a balanced and comprehensive review of the principal risks and uncertainties that affect the Group. As part of our review the Directors consider factors which could seriously affect the Groups performance.

 

The uncertain medium to long term effect of the ongoing war in Ukraine plus other world conflicts with the resultant impact on supply chain means the Group must be aware of the impact on product lead times. In addition, the changing UK economy and political environment dictates that the Group must retain close control over its working capital to reduce the impact of any interest rate fluctuations. Given the risks the Directors remain committed to evolving and acting swiftly to combat any issues that may arise.

 

To avoid exposure to major financial risks noted the Directors enforce prudent accounting policies resulting in ongoing increased financial stability. Therefore, the directors believe that the Groups controls will continue to result in adequate available reserves to mitigate the above risks.

 

 

On behalf of the board

Mr G S Lewin
Director
20 February 2024
PHF HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 AUGUST 2023
- 3 -

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

Principal activities

The principal activity of the company and group continued to be that of parent company.

Results and dividends

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

Ordinary dividends were paid amounting to £190,875. 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 G S Lewin
Ms S E Twiggs
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 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.

PHF HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 4 -
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.

On behalf of the board
Mr G S Lewin
Director
20 February 2024
PHF HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF PHF HOLDINGS LIMITED
- 5 -
Opinion

We have audited the financial statements of PHF Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 August 2023 which comprise 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:

PHF HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PHF HOLDINGS LIMITED
- 6 -
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.

 

- Enquiry of management, those charged with governance around actual and potential litigation and claims.

- Enquiry of entity staff to identify any instances of non-compliance with laws and regulations.

- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.

- Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.

- Performing audit work over the risk of understatement of turnover including analytical review and obtaining corroborated explanations from Management.

 

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.

PHF HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PHF HOLDINGS LIMITED
- 7 -
Paul Mannion FCCA, FCA (Senior Statutory Auditor)
For and on behalf of BK Plus Audit Limited
20 February 2024
Chartered Certified Accountants
Statutory Auditor
2 Highlands Court
Cranmore Avenue
Solihull
West Midlands
B90 4LE
PHF HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 AUGUST 2023
- 8 -
Year
2 months
ended
ended
31 August
31 August
2023
2022
Notes
£
£
Turnover
3
17,008,666
2,292,641
Cost of sales
(10,386,013)
(1,598,326)
Gross profit
6,622,653
694,315
Distribution costs
(1,707,252)
(265,685)
Administrative expenses
(1,568,035)
34,946
Other operating income
34
-
Operating profit
4
3,347,400
463,576
Interest payable and similar expenses
8
(158,942)
(20,194)
Profit before taxation
3,188,458
443,382
Tax on profit
9
(651,176)
(44,777)
Profit for the financial year
26
2,537,282
398,605
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
PHF HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 AUGUST 2023
31 August 2023
- 9 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
11
16,000
32,000
Negative goodwill
11
-
0
(310,133)
Net goodwill
16,000
(278,133)
Tangible assets
12
939,100
558,116
955,100
279,983
Current assets
Stocks
15
3,194,894
3,237,351
Debtors
16
3,090,398
3,714,345
Cash at bank and in hand
126,532
50,721
6,411,824
7,002,417
Creditors: amounts falling due within one year
17
(3,286,227)
(5,067,012)
Net current assets
3,125,597
1,935,405
Total assets less current liabilities
4,080,697
2,215,388
Creditors: amounts falling due after more than one year
18
(1,224,343)
(1,779,283)
Provisions for liabilities
Deferred tax liability
21
103,282
29,400
(103,282)
(29,400)
Net assets
2,753,072
406,705
Capital and reserves
Called up share capital
23
95
100
Share premium account
24
7,960
8,000
Capital redemption reserve
25
5
-
0
Profit and loss reserves
26
2,745,012
398,605
Total equity
2,753,072
406,705

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 20 February 2024 and are signed on its behalf by:
20 February 2024
Mr G S Lewin
Director
Company registration number 14124258 (England and Wales)
PHF HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 AUGUST 2023
31 August 2023
- 10 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
13
2,053,215
2,053,215
Current assets
Debtors
16
47,019
100
Cash at bank and in hand
10,245
10,000
57,264
10,100
Creditors: amounts falling due within one year
17
(347,419)
(300,215)
Net current liabilities
(290,155)
(290,115)
Total assets less current liabilities
1,763,060
1,763,100
Creditors: amounts falling due after more than one year
18
(840,000)
(1,120,000)
Net assets
923,060
643,100
Capital and reserves
Called up share capital
23
95
100
Share premium account
24
7,960
8,000
Capital redemption reserve
25
5
-
0
Profit and loss reserves
26
915,000
635,000
Total equity
923,060
643,100

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £470,875 (2022 - £635,000 profit).

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

The financial statements were approved by the board of directors and authorised for issue on 20 February 2024 and are signed on its behalf by:
20 February 2024
Mr G S Lewin
Director
Company registration number 14124258 (England and Wales)
PHF HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2023
- 11 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 23 May 2022
-
0
-
0
-
0
-
0
-
Period ended 31 August 2022:
Profit and total comprehensive income
-
-
-
398,605
398,605
Issue of share capital
23
100
8,000
-
-
8,100
Balance at 31 August 2022
100
8,000
-
0
398,605
406,705
Year ended 31 August 2023:
Profit and total comprehensive income
-
-
-
2,537,282
2,537,282
Dividends
10
-
-
-
(190,875)
(190,875)
Redemption of shares
23
(5)
(40)
5
-
(40)
Balance at 31 August 2023
95
7,960
5
2,745,012
2,753,072
PHF HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2023
- 12 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 23 May 2022
-
0
-
0
-
0
-
0
-
Period ended 31 August 2022:
Profit and total comprehensive income for the period
-
-
-
635,000
635,000
Issue of share capital
23
100
8,000
-
-
8,100
Balance at 31 August 2022
100
8,000
-
0
635,000
643,100
Year ended 31 August 2023:
Profit and total comprehensive income
-
-
-
470,875
470,875
Dividends
10
-
-
-
(190,875)
(190,875)
Redemption of shares
23
(5)
(40)
5
-
(40)
Balance at 31 August 2023
95
7,960
5
915,000
923,060
PHF HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 AUGUST 2023
- 13 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
30
3,603,394
507,988
Interest paid
(158,942)
(20,194)
Tax paid
(199,662)
-
0
Net cash inflow from operating activities
3,244,790
487,794
Investing activities
Purchase of business
(280,000)
(635,000)
Purchase of tangible fixed assets
(499,558)
(54,674)
Proceeds from disposal of tangible fixed assets
9,900
-
Purchase of investments
-
(10,215)
Net cash used in investing activities
(769,658)
(699,889)
Financing activities
Proceeds from issue of shares
-
100
Redemption of shares
(40)
-
0
Proceeds from new bank loans
-
512,826
Repayment of bank loans
(2,202,797)
(250,110)
Payment of finance leases obligations
(5,609)
-
Dividends paid to equity shareholders
(190,875)
-
0
Net cash (used in)/generated from financing activities
(2,399,321)
262,816
Net increase in cash and cash equivalents
75,811
50,721
Cash and cash equivalents at beginning of year
50,721
-
0
Cash and cash equivalents at end of year
126,532
50,721
PHF HOLDINGS LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 AUGUST 2023
- 14 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
31
285
20,315
Investing activities
Purchase of Business
(280,000)
(635,000)
Purchase of investments
-
0
(10,215)
Dividends received
470,875
635,000
Net cash generated from/(used in) investing activities
190,875
(10,215)
Financing activities
Proceeds from issue of shares
-
(100)
Redemption of shares
(40)
-
0
Dividends paid to equity shareholders
(190,875)
-
Net cash used in financing activities
(190,915)
(100)
Net increase in cash and cash equivalents
245
10,000
Cash and cash equivalents at beginning of year
10,000
-
0
Cash and cash equivalents at end of year
10,245
10,000
PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023
- 15 -
1
Accounting policies
Company information

PHF Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Unit 23 Cottage Lane Industrial Estate, Swannington Road, Broughton Astley, Leicester, Leicestershire, LE9 6TU.

 

The group consists of PHF Holdings Limited and its subsidiaries detailed in Note 14.

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 PHF 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 August 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.

PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 16 -

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

 

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

 

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

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. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

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 5 years.

 

Negative Goodwill represents the balancing excess of the fair value of the assets acquired over the consideration paid for the business. The negative goodwill is matched against the fair value of the non-monetary assets purchased. The negative goodwill credit is being released to the profit and loss account over the period in which these assets are recovered through use or sale.

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.

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 land and buildings
2% on cost
Plant and equipment
33% straight line and 15% on reducing balance
Motor vehicles
20% Straight line
PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 17 -

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.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

 

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

 

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

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.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 18 -

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

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.

Cost is calculated based on a First in First out basis (FIFO)

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Goods are recognised in stock when the title passes to the company. This is considered to be when the goods are delivered to the premises and not when goods are shipped.

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.

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.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 19 -
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.

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.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 20 -
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.

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.

PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 21 -
1.17
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

1.18
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.

1.19

Factoring debts

The factored debtors are included within debtors. The balance due to the factoring company is included within Loans in Creditors.

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.

3
Turnover
2023
2022
£
£
Turnover analysed by geographical market
UK
14,494,830
1,955,623
Overseas
2,513,836
337,018
17,008,666
2,292,641
PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 22 -
4
Operating profit
2023
2022
£
£
Operating profit for the year is stated after charging/(crediting):
Depreciation of owned tangible fixed assets
109,913
10,807
Depreciation of tangible fixed assets held under finance leases
8,661
721
Profit on disposal of tangible fixed assets
(9,900)
-
Amortisation of intangible assets
16,000
2,667
Release of negative goodwill
(310,133)
(323,299)
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
5,000
2,250
Audit of the financial statements of the company's subsidiaries
22,500
4,000
27,500
6,250
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
Admin and directors
9
8
2
2
Sales and purchases
17
16
-
-
Warehouse
38
30
-
-
Total
64
54
2
2

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
1,967,386
304,210
-
0
-
0
Social security costs
191,979
32,209
-
-
Pension costs
210,149
16,027
-
0
-
0
2,369,514
352,446
-
0
-
0
PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 23 -
7
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
248,814
40,619
Company pension contributions to defined contribution schemes
155,159
5,313
403,973
45,932
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
129,481
-
Company pension contributions to defined contribution schemes
77,086
-

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2022-3).

 

8
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
157,150
20,194
Other finance costs:
Interest on finance leases and hire purchase contracts
1,792
-
Total finance costs
158,942
20,194
9
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
577,295
33,663
Deferred tax
Origination and reversal of timing differences
73,881
11,114
Total tax charge
651,176
44,777
PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
9
Taxation
(Continued)
- 24 -

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:

2023
2022
£
£
Profit before taxation
3,188,458
443,382
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2022: 19.00%)
797,115
84,243
Tax effect of expenses that are not deductible in determining taxable profit
8,473
6,985
Adjustments in respect of prior years
9,284
702
Effect of change in corporation tax rate
(93,509)
-
Depreciation on assets not qualifying for tax allowances
4,506
127
Amortisation on assets not qualifying for tax allowances
4,000
507
Deferred tax adjustments in respect of prior years
-
0
18,286
Dividend income
(9)
(34)
Capital Allowances-super deduction
(1,150)
(4,612)
Reversal of negative Goodwill not taxable
(77,534)
(61,427)
Taxation charge
651,176
44,777
10
Dividends
2023
2022
Recognised as distributions to equity holders:
£
£
Interim paid
190,875
-
11
Intangible fixed assets
Group
Goodwill
Negative goodwill
Total
£
£
£
Cost
At 1 September 2022 and 31 August 2023
34,667
(633,432)
(598,765)
Amortisation and impairment
At 1 September 2022
2,667
(323,299)
(320,632)
Amortisation charged for the year
16,000
(310,133)
(294,133)
At 31 August 2023
18,667
(633,432)
(614,765)
Carrying amount
At 31 August 2023
16,000
-
0
16,000
At 31 August 2022
32,000
(310,133)
(278,133)
PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
11
Intangible fixed assets
(Continued)
- 25 -
The company had no intangible fixed assets at 31 August 2023 or 31 August 2022.
12
Tangible fixed assets
Group
Freehold land and buildings
Plant and equipment
Motor vehicles
Total
£
£
£
£
Cost or valuation
At 1 September 2022
380,000
189,644
-
0
569,644
Additions
-
0
349,559
149,999
499,558
Disposals
-
0
(111,962)
-
0
(111,962)
At 31 August 2023
380,000
427,241
149,999
957,240
Depreciation and impairment
At 1 September 2022
-
0
11,528
-
0
11,528
Depreciation charged in the year
18,024
84,342
16,208
118,574
Eliminated in respect of disposals
-
0
(111,962)
-
0
(111,962)
At 31 August 2023
18,024
(16,092)
16,208
18,140
Carrying amount
At 31 August 2023
361,976
443,333
133,791
939,100
At 31 August 2022
380,000
178,116
-
0
558,116
The company had no tangible fixed assets at 31 August 2023 or 31 August 2022.

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2023
2022
2023
2022
£
£
£
£
Plant and equipment
16,862
25,523
-
0
-
0

Freehold land and Buildings with a carrying value of £361,976 have been pledged to secure borrowings of the group. The Group is therefore not permitted to sell the asset or pledge the asset as security for other borrowings without the prior approval of the lender.

 

If the subsidiary company’s freehold land and buildings were measured using the cost model, the carrying amounts would be as follows:

 

PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
12
Tangible fixed assets
(Continued)
- 26 -
2023
2022
£
£
Group
Cost
234,244
234,244
Accumulated depreciation
(132,282)
(128,282)
Carrying value
101,962
105,962
13
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
2,053,215
2,053,215

The investment of £2,053,215 represents a total consideration of £2,043,000 together with capitalised professional fees of £10,215.

Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 September 2022 and 31 August 2023
2,053,215
Carrying amount
At 31 August 2023
2,053,215
At 31 August 2022
2,053,215
14
Subsidiaries

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

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Indirect
Phil Holden Fasteners Limited
Unit 23 Cottage Lane Ind. Est. Swannington Road, Broughton Astley, Leicester, LE9 6TU
Distribution of threaded fasteners.
A Ordinary Shares of £0.01
100.00
-
Freshspirit Limited
2 Highlands Court, Cranmore Avenue, Shirley, B90 4LE
Dormant
Ordinary, Ordinary A and Ordinary B
-
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
14
Subsidiaries
(Continued)
- 27 -
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Phil Holden Fasteners Limited
3,883,227
2,227,149
Freshspirit Limited
100
-
15
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Finished goods and goods for resale
3,194,894
3,237,351
-
0
-
0
16
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
2,908,514
3,561,467
-
0
-
0
Amounts owed by group undertakings
-
-
47,019
-
Other debtors
6,203
-
-
0
100
Prepayments and accrued income
175,681
152,878
-
0
-
0
3,090,398
3,714,345
47,019
100
17
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans
19
586,678
2,519,939
-
0
-
0
Obligations under finance leases
20
5,659
5,864
-
0
-
0
Trade creditors
1,429,927
1,710,714
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
-
0
20,215
Corporation tax payable
577,295
199,663
-
0
-
0
Other taxation and social security
162,506
174,978
-
-
Other creditors
355,735
287,644
347,419
280,000
Accruals and deferred income
168,427
168,210
-
0
-
0
3,286,227
5,067,012
347,419
300,215
PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 28 -
18
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans
19
369,366
638,902
-
0
-
0
Obligations under finance leases
20
14,977
20,381
-
0
-
0
Other creditors
840,000
1,120,000
840,000
1,120,000
1,224,343
1,779,283
840,000
1,120,000
Amounts included above which fall due after five years are as follows:
Payable by instalments
-
25,393
-
-
19
Loans
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank loans
956,044
3,158,841
-
0
-
0
Payable within one year
586,678
2,519,939
-
0
-
0
Payable after one year
369,366
638,902
-
0
-
0

Bank loans include a mortgage totalling £204,154, which is secured on a legal charge over a subsidiary company's freehold property.

 

In addition, other Bank Loans are secured by fixed and floating charge over all assets.

20
Finance lease obligations
Group
Company
2023
2022
2023
2022
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
5,659
5,864
-
0
-
0
In two to five years
14,977
20,381
-
0
-
0
20,636
26,245
-
-
PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 29 -
21
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
103,282
29,400
The company has no deferred tax assets or liabilities.
Group
Company
2023
2023
Movements in the year:
£
£
Liability at 1 September 2022
29,400
-
Charge to profit or loss
73,882
-
Liability at 31 August 2023
103,282
-
22
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
210,149
16,027

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.

23
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
95
100
95
100
PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 30 -
24
Share premium account
Group
Company
2023
2022
2023
2022
£
£
£
£
At the beginning of the year
8,000
-
0
8,000
-
0
Issue of new shares
-
8,000
-
8,000
Share capital redemption
(40)
-
(40)
-
At the end of the year
7,960
8,000
7,960
8,000
25
Capital redemption reserve
Group
Company
2023
2022
2023
2022
£
£
£
£
At the beginning of the year
-
-
0
-
-
0
Transfers
5
-
5
-
At the end of the year
5
-
0
5
-
0
26
Profit and loss reserves
Group
Company
2023
2022
2023
2022
£
£
£
£
At the beginning of the year
398,605
-
635,000
-
Profit for the year
2,537,282
398,605
470,875
635,000
Dividends
(190,875)
-
(190,875)
-
At the end of the year
2,745,012
398,605
915,000
635,000
27
Financial commitments, guarantees and contingent liabilities

The Parent company, PHF Holdings Limited, purchased the entire issued share capital of Phil Holden Fasteners Limited for a total consideration of £2,043,000. The total consideration consists of issued share capital of £8,000 and a balance of £2,035,000 which is payable to the previous shareholder. Amounts totalling £915,000 were paid as at 31 August 2023. These payments were funded by the payment of a dividend from Phil Holden Fasteners Limited to PHF Holdings Limited. A suitable loan agreement will be put in place by Phil Holden Fasteners Limited to pay the remaining four equal instalments of £280,000 until January 2027.

PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 31 -
28
Operating lease commitments

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
116,466
125,285
-
-
Between two and five years
183,193
210,232
-
-
In over five years
100,664
143,370
-
-
400,323
478,887
-
-
29
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2023
2022
£
£
Aggregate compensation
329,988
48,580
30
Cash generated from group operations
2023
2022
£
£
Profit for the year after tax
2,537,282
398,605
Adjustments for:
Taxation charged
651,176
44,777
Finance costs
158,942
20,194
Gain on disposal of tangible fixed assets
(9,900)
-
Amortisation and impairment of intangible assets
(294,133)
(320,632)
Depreciation and impairment of tangible fixed assets
118,574
11,528
Movements in working capital:
Decrease in stocks
42,457
251,126
Decrease/(increase) in debtors
623,947
(304,009)
(Decrease)/increase in creditors
(224,951)
406,399
Cash generated from operations
3,603,394
507,988
PHF HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023
- 32 -
31
Cash generated from/(absorbed by) operations - company
2023
2022
£
£
Profit for the year after tax
470,875
635,000
Adjustments for:
Investment income
(470,875)
(635,000)
Movements in working capital:
Increase in debtors
(46,919)
(100)
Increase/(decrease) in creditors
47,204
(20,215)
Cash generated from/(absorbed by) operations
285
(20,315)
32
Analysis of changes in net debt - group
1 September 2022
Cash flows
31 August 2023
£
£
£
Cash at bank and in hand
50,721
75,811
126,532
Borrowings excluding overdrafts
(3,158,841)
2,202,797
(956,044)
Obligations under finance leases
(26,245)
5,609
(20,636)
(3,134,365)
2,284,217
(850,148)
33
Analysis of changes in net funds - company
1 September 2022
Cash flows
31 August 2023
£
£
£
Cash at bank and in hand
10,000
245
10,245
2023-08-312022-09-01falseCCH SoftwareCCH Accounts Production 2023.300Mr G S LewinMs S E 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