Company registration number 14593467 (England and Wales)
HAYWOOD AND PADGETT HOLDINGS LIMITED
ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2023
HAYWOOD AND PADGETT HOLDINGS LIMITED
COMPANY INFORMATION
Directors
N A Norton
(Appointed 9 August 2023)
C E Padgett
(Appointed 9 August 2023)
L A J Padgett
(Appointed 9 August 2023)
W Padgett
(Appointed 16 January 2023)
R M Padgett-Armitage
(Appointed 9 August 2023)
Company number
14593467
Registered office
The Bakery
Shawfield Road
Carlton Industrial Estate
Barnsley
S71 3HS
Auditor
Hart Shaw LLP
Europa Link
Sheffield Business Park
Sheffield
S9 1XU
HAYWOOD AND PADGETT HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 6
Group statement of comprehensive income
7
Group balance sheet
8 - 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
Notes to the financial statements
14 - 30
HAYWOOD AND PADGETT HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 1 -

The directors present the strategic report for the period ended 31 October 2023.

Review of the business

The accounting results for the period are set out in the attached statements.

The results this year were extraordinary compared to recent years and especially in relation to the previous year. We believe this year was a result of the internal improvements we made following 2022 and delayed price increases that we received due to commodities rising in the previous accounting period.

Following the previous accounting period we closely examined all areas of the business to identify any areas we could change, improve or cut back. Some of the results included changes to some working patterns and staffing, pushing back expenditure where possible and empowering department heads to implement cost savings across their departments in all areas of the business.

Trading in the early part of 2023 was still very difficult with sales volumes a little lower in the festive period and lead up to it and negotiations over price increases still taking place.

As the year progressed the impact of internal improvements, price increases and an increase in sales volume slowly all came through and the results started to improve. We also benefitted from some very big one-off orders from a number of customers both overseas and in the UK. Finally, very late in the year we started to see some relief from packing costs and some ingredient costs which all flowed through to the bottom line.

An exciting development this accounting period was the full acquisition of Nibnibs, previously a 75% subsidiary. This is a part of our plan for future growth so we acquired their trade and assets with a view to offering their existing customers a new range of products and expanding their market share. We have invested significant time and resource into finding the right mix of products to take to market and rebranding the business to take it forward.

NibNibs Ltd was subsequently placed into administration in the period and is no longer a subsidiary of the group.

Principal risks and uncertainties

The main uncertainties in the business are relatively unchanged. The nature of our business is that we don’t have visibility over the long term prices of commodities and as such, they remain a long term uncertainty.

Key performance indicators

When reviewing the 2022 results we wanted to focus on increasing revenue and improving the gross profit margin. We moved into new markets and worked with customers to provide the products they wanted. As a result, sales volumes are up significantly from 2022 and the resulting turnover has increased by over 20% to over £43m.

We spent a lot of time focusing on process improvements in the bakery to ensure we were streamlined with the result being an improvement in the gross profit margin by 13%.

This focus on improving the gross margin enabled us to absorb the 29% increase in overheads from £3.05m to £3.96m. We saw a continued rise in energy costs which increased by over 128% from the previous year. We also took the opportunity to strengthen our teams and increase wages to enable our staff to combat some of the cost of living increases seen across society.

On behalf of the board

W Padgett
Director
18 July 2024
HAYWOOD AND PADGETT HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 2 -

The directors present their annual report and financial statements for the period ended 31 October 2023.

Principal activities

The principal activity of the company is that of a holding company and the group continued to be that of the production of wholesale bakery products.

Results and dividends

The results for the period are set out on page 7.

Ordinary dividends were paid amounting to £375,000. The directors do not recommend payment of a further dividend.

Directors

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

N A Norton
(Appointed 9 August 2023)
C E Padgett
(Appointed 9 August 2023)
L A J Padgett
(Appointed 9 August 2023)
W Padgett
(Appointed 16 January 2023)
R M Padgett-Armitage
(Appointed 9 August 2023)
Auditor

Hart Shaw LLP were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006. Subsequently, the auditor 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 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.

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.

HAYWOOD AND PADGETT HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 3 -
Medium-sized companies exemption

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

On behalf of the board
W Padgett
Director
18 July 2024
HAYWOOD AND PADGETT HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF HAYWOOD AND PADGETT HOLDINGS LIMITED
- 4 -
Opinion

We have audited the financial statements of Haywood and Padgett Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 October 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 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:

HAYWOOD AND PADGETT HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HAYWOOD AND PADGETT HOLDINGS LIMITED
- 5 -
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.

Extent to which the audit was considered capable of detecting irregularities, including fraud and the audit response

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:

At the planning stage we identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussion with the directors and other management, as required by auditing standards. The potential effect of any laws and regulation on the financial statements can vary considerably. There are laws and regulations that directly affect the financial statements (e.g. the Companies Act) as well as many other operational laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements. Owing to the size, nature and complexity of the organisation and the applicable laws and regulations to which it must adhere, the risk of material misstatement was deemed to be low, therefore the procedures performed by the audit team were limited to:

HAYWOOD AND PADGETT HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HAYWOOD AND PADGETT HOLDINGS LIMITED
- 6 -

We have assessed the overall susceptibility of the financial statements to material misstatement due to fraud. Management override is the most likely way in which fraud might present itself and as such is inherently high risk on any audit. Management override, which may cause there to be a material misstatement within the financial statements, may present itself in a number of ways, for example:

In order to reduce the risk of material misstatement to an acceptable level, numerous audit procedures were performed including:

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected material misstatements in the financial statements, even though we have performed our audit in accordance with auditing standards. Furthermore, as with all audits, there is a higher risk of irregularities (especially those relating to fraud) being undetected, as these may involve the override of internal controls, collusion, intentional omissions and misrepresentations etc. We are not responsible for preventing non-compliance or fraud and therefore cannot be expected to detect all instances of such. Our audit was not designed to identify misstatements or other irregularities that would not be considered to be material to the financial statements. The further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.

A further description of our responsibilities 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.

Adam Shield (Senior Statutory Auditor)
For and on behalf of Hart Shaw LLP
31 July 2024
Chartered Accountants
Statutory Auditor
Europa Link
Sheffield Business Park
Sheffield
S9 1XU
HAYWOOD AND PADGETT HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 7 -
Year
Year
ended
ended
31 October
31 October
2023
2022
as restated
Notes
£
£
Turnover
3
43,470,726
36,355,678
Cost of sales
(31,791,133)
(31,517,206)
Gross profit
11,679,593
4,838,472
Administrative expenses
(3,960,732)
(3,052,718)
Other operating income
22,108
36,403
Operating profit
4
7,740,969
1,822,157
Interest receivable and similar income
7
188,031
40,204
Interest payable and similar expenses
8
(16,996)
(16,276)
Amounts written off investments
9
(186,651)
-
Profit before taxation
7,725,353
1,846,085
Tax on profit
10
(2,133,202)
(149,133)
Profit for the financial period
26
5,592,151
1,696,952
Profit & total comprehensive income for the financial period is attributable to:
- Owners of the parent company
5,566,522
1,678,418
- Non-controlling interests
25,629
18,534
5,592,151
1,696,952

The notes on pages 14 to 30 form part of these financial statements.

HAYWOOD AND PADGETT HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT 31 OCTOBER 2023
31 October 2023
- 8 -
2023
2022
as restated
Notes
£
£
£
£
Fixed assets
Intangible assets
12
5,000
-
0
Tangible assets
13
12,716,411
13,331,927
Investment property
14
829,710
829,710
13,551,121
14,161,637
Current assets
Stocks
17
1,648,421
2,287,804
Debtors
18
9,092,867
7,573,930
Cash at bank and in hand
7,104,368
4,949,612
17,845,656
14,811,346
Creditors: amounts falling due within one year
19
(4,422,302)
(3,679,911)
Net current assets
13,423,354
11,131,435
Total assets less current liabilities
26,974,475
25,293,072
Creditors: amounts falling due after more than one year
20
(434,543)
(612,904)
Provisions for liabilities
Deferred tax liability
22
384,700
266,260
(384,700)
(266,260)
Net assets
26,155,232
24,413,908
Capital and reserves
Called up share capital
25
21,999
21,999
Revaluation reserve
26
364,291
370,286
Merger reserve
26
(3,385,609)
28,001
Profit and loss reserves
26
29,154,551
23,957,034
Equity attributable to owners of the parent company
26,155,232
24,377,320
Non-controlling interests
-
36,588
26,155,232
24,413,908

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

HAYWOOD AND PADGETT HOLDINGS LIMITED
GROUP BALANCE SHEET (CONTINUED)
AS AT 31 OCTOBER 2023
31 October 2023
- 9 -
The financial statements were approved by the board of directors and authorised for issue on 18 July 2024 and are signed on its behalf by:
18 July 2024
W Padgett
Director
Company registration number 14593467 (England and Wales)
HAYWOOD AND PADGETT HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 OCTOBER 2023
31 October 2023
- 10 -
31 October 2023
27 February 2023
Notes
£
£
£
£
Fixed assets
Investments
15
3,577,804
-
0
Current assets
Debtors
18
-
0
1
Creditors: amounts falling due within one year
19
(3,413,610)
-
Net current (liabilities)/assets
(3,413,610)
1
Net assets
164,194
1
Capital and reserves
Called up share capital
25
21,999
1
Profit and loss reserves
26
142,195
-
Total equity
164,194
1

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 8 month period to 31 October 2023 was £517,195 (Feb 2023 - £0 profit).

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

The financial statements were approved by the board of directors and authorised for issue on 18 July 2024 and are signed on its behalf by:
18 July 2024
W Padgett
Director
Company registration number 14593467 (England and Wales)
HAYWOOD AND PADGETT HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 11 -
Share capital
Revaluation reserve
Capital redemption reserve
Merger reserve
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
£
£
£
Balance at 1 November 2021
25,000
376,281
25,000
-
23,352,563
23,778,844
18,054
23,796,898
Effect of merger accounting
(3,001)
-
(25,000)
28,001
-
-
-
-
Restated balance at 1 November 2021
21,999
376,281
-
28,001
23,352,563
23,778,844
18,054
23,796,898
Year ended 31 October 2022:
Profit and total comprehensive income
-
-
-
-
1,678,418
1,678,418
18,534
1,696,952
Dividends
11
-
-
-
-
(1,079,942)
(1,079,942)
-
(1,079,942)
Transfers
-
(5,995)
-
-
5,995
-
-
-
Restated balance at 31 October 2022
21,999
370,286
-
0
28,001
23,957,034
24,377,320
36,588
24,413,908
Period ended 31 October 2023:
Profit and total comprehensive income
-
-
-
-
5,566,522
5,566,522
25,629
5,592,151
Dividends
11
-
-
-
-
(375,000)
(375,000)
-
(375,000)
Transfers
-
(5,995)
-
-
5,995
-
-
-
Disposal of subsidiary
-
-
-
-
-
-
(62,217)
(62,217)
Non equity consideration on purchase of subsidiary
-
-
-
(3,413,610)
-
(3,413,610)
-
(3,413,610)
Balance at 31 October 2023
21,999
364,291
-
0
(3,385,609)
29,154,551
26,155,232
-
0
26,155,232
HAYWOOD AND PADGETT HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 12 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Period ended 27 February 2023:
Profit and total comprehensive income for the year
-
-
-
0
Issue of share capital
25
1
-
1
Balance at 27 February 2023
1
-
0
1
Period ended 31 October 2023:
Profit and total comprehensive income
-
517,195
517,195
Issue of share capital
25
21,998
-
21,998
Dividends
11
-
(375,000)
(375,000)
Balance at 31 October 2023
21,999
142,195
164,194
HAYWOOD AND PADGETT HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 13 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
32
7,048,858
315,435
Interest paid
(16,996)
(16,278)
Income taxes paid
(881,142)
(274,999)
Net cash inflow from operating activities
6,150,720
24,158
Investing activities
Cash lost from disposal of business
(123,439)
-
Purchase of intangible assets
(5,000)
-
Purchase of tangible fixed assets
(191,820)
(356,111)
Proceeds from disposal of tangible fixed assets
-
28,800
Purchase of subsidiaries shares
(3,413,610)
-
Repayment of loans
9,954
-
Interest received
188,031
40,204
Net cash used in investing activities
(3,535,884)
(287,107)
Financing activities
Amount introduced by directors
-
59,762
Amount withdrawn by directors
-
(195,546)
Payment of finance leases obligations
(161,107)
(161,108)
Dividends paid to equity shareholders
(298,973)
(1,079,942)
Net cash used in financing activities
(460,080)
(1,376,834)
Net increase/(decrease) in cash and cash equivalents
2,154,756
(1,639,783)
Cash and cash equivalents at beginning of period
4,949,612
6,589,395
Cash and cash equivalents at end of period
7,104,368
4,949,612
HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 14 -
1
Accounting policies
Company information

Haywood and Padgett Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is The Bakery, Shawfield Road, Carlton Industrial Estate, Barnsley, S71 3HS.

 

The group consists of Haywood and Padgett Holdings Limited and all of its subsidiaries.

1.1
Reporting period

The reporting period for the parent company is a short period, being 28 February 2023 to 31 October 2023, this was to bring the parent company accounts in line with the trading members of the group.

 

As described in the basis of consolidation accounting policy, the directors have chose to prepare the group accounts using merger accounting, as permitted under FRS102. Therefore the group financial statements have been prepared covering a 12 month period, as a continuation of, and in line with the reported results in the previous group's financial statements, which covered the year to 31 October 2023. Therefore, subject to changes in the equity structure to reflect the new parent company, the group financial statements should be comparable with the previous year.

1.2
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.

The 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 for parent company information presented within the consolidated financial statements:

 

1.3
Prior period adjustment

Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations. A presentational adjustment was made between cost of sales and administrative expenses, with amounts reported in the 2022 financial statements being £29,726,467 and £4,843,457 respectively. Furthermore certain aspects of equity have been restated, as discussed in the business combinations accounting policy.

HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
1
Accounting policies
(Continued)
- 15 -
1.4
Business combinations

On 16 January the parent company was incorporated and on 28 February 2023 the parent company acquired all the share capital of Haywood and Padgett Limited, the former parent company of the Haywood and Padgett group.

 

In preparing these consolidated financial statements, the directors have determined that the transaction falls within the scope of FRS102 19.27 group reconstructions. The directors have therefore decided that the application of merger accounting will provide the most true and fair representation in these financial statements and most reliably reflects the directors view of the Haywood and Padgett group moving forwards.

 

In applying merger accounting when preparing these consolidated financial statements, the difference between the nominal value of the shares issued plus the fair value of any other consideration given, and the nominal value of the shares received in exchange has been shown as a movement on the merger reserve. As a result, the capital redemption reserve of Haywood and Padgett Limited has also been shown as a movement on the merger reserve.

 

Under merger accounting the results of the group entities are combined from the beginning of the comparative period before the merger occurred. Comparatives are restated on a combined basis and adjustments made as necessary to achieve consistency of accounting principles. The only significant change to the consolidated financial statements is as a result of the equity structure of the new parent company.

As a result of the above, the reporting period of the parent company and the group are not the same, see the reporting period accounting policy.

1.5
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Haywood and Padgett Holdings Limited together with all entities controlled by the parent company (its subsidiaries).

 

All financial statements are made up to 31 October 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.

 

The current group structure was formed following a group reorganisation, that has been accounted for using merger accounting as permitted under FRS102 19.27. As a result the consolidated financial statements contain a merger reserve which is the difference between the nominal value of the shares issued plus the fair value of any other consideration given, and the nominal value of the shares received in exchange.

See the business combinations accounting policy for more details.

1.6
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.

1.7
Turnover

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

HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
1
Accounting policies
(Continued)
- 16 -

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.

1.8
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation 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:

Trademarks
5 years straight line
1.9
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
50 years straight line
Plant and equipment
7 - 10 years straight line
Motor vehicles
6 years straight line

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.

 

Freehold land and buildings are held at deemed cost on transition to FRS102.

1.10
Investment property

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.

 

1.11
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 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.

HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
1
Accounting policies
(Continued)
- 17 -
1.12
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.

1.13
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.

 

Stocks are written off as and when they pass their expiration date.

Stock cost is calculated on a FIFO basis.

1.14
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.

1.15
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.

HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
1
Accounting policies
(Continued)
- 18 -
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.

Derecognition of financial liabilities

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

1.16
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.

1.17
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.

HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
1
Accounting policies
(Continued)
- 19 -
1.18
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.

1.19
Retirement benefits

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

1.20
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.

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

1.21
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.

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.

The directors are of the opinion that there are no key estimates or judgements which have a significant risk of causing a material misstatement.

3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Production of wholesale bakery products
43,470,726
36,355,678
HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
3
Turnover and other revenue
(Continued)
- 20 -
2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
42,548,406
35,730,267
Outside of the United Kingdom
922,320
625,411
43,470,726
36,355,678
2023
2022
£
£
Other revenue
Interest income
188,031
40,204
Grants received
2,697
2,699
Management charges
680,975
-
Other operating income
21,635
36,403
4
Operating profit
2023
2022
£
£
Operating profit for the period is stated after charging/(crediting):
Research and development costs
-
219,896
Government grants
(2,697)
(2,699)
Depreciation of owned tangible fixed assets
775,091
813,094
(Profit)/loss on disposal of tangible fixed assets
-
32,722
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit fee for the parent and group, borne by the subsidiary
25,700
21,750
HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 21 -
6
Employees

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

Group
Company
2023
2022
Oct 2023
Feb 2023
Number
Number
Number
Number
Production staff
158
154
-
-
Administrative
41
44
-
-
Total
199
198
-
0
-
0

Their aggregate remuneration comprised:

Group
Company
2023
2022
Oct 2023
Feb 2023
£
£
£
£
Wages and salaries
5,705,080
5,220,860
-
0
-
0
Social security costs
546,056
488,215
-
-
Pension costs
127,197
120,496
-
0
-
0
6,378,333
5,829,571
-
0
-
0
7
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
188,031
40,204
8
Interest payable and similar expenses
2023
2022
£
£
Interest on bank overdrafts and loans
-
49
Interest on finance leases and hire purchase contracts
16,128
16,227
Other interest
868
-
Total finance costs
16,996
16,276
9
Amounts written off investments
2023
2022
£
£
Loss on disposal of subsidiary
(186,651)
-
HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 22 -
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
2,014,717
314,696
Adjustments in respect of prior periods
45
(133,708)
Total current tax
2,014,762
180,988
Deferred tax
Origination and reversal of timing differences
118,440
(31,855)
Total tax charge
2,133,202
149,133

The UK corporation tax rate during the year was 22.52%. The rate of 19% was applicable to 31 March 2023, with 25% being applicable after this date.

 

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

2023
2022
£
£
Profit before taxation
7,725,353
1,846,085
Expected tax charge based on the standard rate of corporation tax in the UK of 22.52% (2022: 19.00%)
1,739,749
350,756
Tax effect of expenses that are not deductible in determining taxable profit
7,276
618
Unutilised tax losses in subsidiary
130,269
-
0
Effect of change in corporation tax rate
130,784
-
Depreciation on assets not qualifying for tax allowances
47,351
-
0
Research and development tax credit
-
0
(54,314)
Under/(over) provided in prior years
-
0
(133,708)
Depreciation in excess of capital allowances
-
0
20,485
Movement in provisions
-
0
(31,855)
Other adjustments
77,773
(2,849)
Taxation charge
2,133,202
149,133
11
Dividends
2023
2022
Recognised as distributions to equity holders:
£
£
Interim paid
375,000
-
HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 23 -
12
Intangible fixed assets
Group
Trademarks
£
Cost
At 1 November 2022
-
0
Additions
5,000
At 31 October 2023
5,000
Amortisation and impairment
At 1 November 2022 and 31 October 2023
-
0
Carrying amount
At 31 October 2023
5,000
At 31 October 2022
-
0
The company had no intangible fixed assets at 31 October 2023 or 27 February 2023.
13
Tangible fixed assets
Group
Freehold land and buildings
Plant and equipment
Motor vehicles
Total
£
£
£
£
Cost or valuation
At 1 November 2022
10,806,365
7,075,311
27,734
17,909,410
Additions
54,737
137,083
-
0
191,820
Disposals
-
0
(86,219)
-
0
(86,219)
At 31 October 2023
10,861,102
7,126,175
27,734
18,015,011
Depreciation and impairment
At 1 November 2022
932,345
3,617,404
27,734
4,577,483
Depreciation charged in the period
216,910
558,181
-
0
775,091
Eliminated in respect of disposals
-
0
(53,974)
-
0
(53,974)
At 31 October 2023
1,149,255
4,121,611
27,734
5,298,600
Carrying amount
At 31 October 2023
9,711,847
3,004,564
-
0
12,716,411
At 31 October 2022
9,874,020
3,457,907
-
0
13,331,927
The company had no tangible fixed assets at 31 October 2023 or 27 February 2023.

Plant and machinery with a cost totalling £1,253,057 (2022: £1,253,057) and a net book value of £719,883 (2022: £845,189) are held under asset finance agreements. The finance is secured on the asset to which it relates.

HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
13
Tangible fixed assets
(Continued)
- 24 -

Freehold land and buildings held at deemed cost on transition for FR102 are held based on the directors valuation at the date of transition.

The following assets are carried at valuation. If the assets were measured using the cost model, the carrying amounts would be as follows:

2023
2022
£
£
Group
Cost
10,418,689
10,363,952
Accumulated depreciation
(1,293,008)
(1,084,634)
Carrying value
9,125,681
9,279,318
14
Investment property
Group
Company
2023
2023
£
£
Fair value
At 1 November 2022 and 31 October 2023
829,710
-

The investment properties were last valued by the directors in the year ended 31 October 2021. The directors are of the opinion that the fair value of the properties have not materially altered since that date.

15
Fixed asset investments
Group
Company
2023
2022
Oct 2023
Feb 2023
Notes
£
£
£
£
Investments in subsidiaries
16
-
0
-
0
3,577,804
-
0
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 27 February 2023
-
Additions
3,577,804
At 31 October 2023
3,577,804
Carrying amount
At 31 October 2023
3,577,804
At 27 February 2023
-
HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 25 -
16
Subsidiaries

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

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Haywood and Padgett Limited
The Bakery, Shawfield Road, Barnsley, S71 3HS
Production of wholesale bakery products
Ordinary
100.00
17
Stocks
Group
Company
2023
2022
Oct 2023
Feb 2023
£
£
£
£
Ingredients
953,122
1,677,590
-
-
Packaging
410,131
351,368
-
-
Finished goods and goods for resale
285,168
258,846
-
0
-
0
1,648,421
2,287,804
-
-
18
Debtors
Group
Company
2023
2022
Oct 2023
Feb 2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
7,468,725
6,279,567
-
0
-
0
Other debtors
375,595
271,286
-
0
1
Prepayments and accrued income
1,248,547
1,023,077
-
0
-
0
9,092,867
7,573,930
-
1
19
Creditors: amounts falling due within one year
Group
Company
2023
2022
Oct 2023
Feb 2023
Notes
£
£
£
£
Obligations under finance leases
21
161,107
161,107
-
0
-
0
Trade creditors
2,234,400
2,910,534
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
3,413,610
-
0
Corporation tax payable
1,255,585
121,965
-
0
-
0
Other taxation and social security
112,757
149,412
-
-
Government grants
23
1,348
1,348
-
0
-
0
Other creditors
76,028
101,326
-
0
-
0
Accruals and deferred income
581,077
234,219
-
0
-
0
4,422,302
3,679,911
3,413,610
-
0
HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
19
Creditors: amounts falling due within one year
(Continued)
- 26 -

Amounts owed to group undertakings are unsecured and repayable on demand. No interest is charged on this balance.

 

Obligations under finance leases are secured on the assets in which they relate.

20
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
Oct 2023
Feb 2023
Notes
£
£
£
£
Obligations under finance leases
21
389,343
550,450
-
0
-
0
Government grants
23
45,200
62,454
-
0
-
0
434,543
612,904
-
-

Obligations under finance leases are secured on the assets in which they relate.

21
Finance lease obligations
Group
Company
2023
2022
Oct 2023
Feb 2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
177,258
177,258
-
0
-
0
In two to five years
428,291
605,522
-
0
-
0
605,549
782,780
-
-
Less: future finance charges
(55,099)
(71,223)
-
0
-
0
550,450
711,557
-
0
-
0

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. The average lease term is 7 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

22
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
384,700
266,260
The company has no deferred tax assets or liabilities.
HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
22
Deferred taxation
(Continued)
- 27 -
Group
Company
2023
2023
Movements in the period:
£
£
Liability at 1 November 2022
266,260
-
Charge to profit or loss
118,440
-
Liability at 31 October 2023
384,700
-

The deferred tax liability recognised represents timing differences between accelerated capital allowances and the depreciation charge on fixed assets. The deferred tax liability will reverse over the period the assets are depreciated for.

23
Government grants
Group
Company
2023
2022
Oct 2023
Feb 2023
£
£
£
£
Arising from government grants
46,548
63,802
-
-

Deferred income is included in the financial statements as follows:

Current liabilities
1,348
1,348
-
0
-
0
Non-current liabilities
45,200
62,454
-
0
-
0
46,548
63,802
-
-
24
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
127,197
120,496

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.

25
Share capital
Group
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
21,998
21,998
21,998
21,998
Ordinary B shares of £1 each
1
1
1
1
21,999
21,999
21,999
1
HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
25
Share capital
(Continued)
- 28 -

Company

At 27 February 2023 the company had 1 Ordinary share of £1. On 28 February 2023, 21,998 shares were issued in the parent company as part of a share for share exchange for the subsidiary's shares.

 

Under merger accounting, prior periods have been restated as though the share capital has always existed, see accounting policies for more detail.

 

The different share classes of the company rank pari passu, but have separate rights to dividends.

26
Reserves
Revaluation reserve

Includes all historic revaluations and subsequent depreciation.

Merger reserve

The merger reserve represents the difference between the nominal value of the shares issued plus the fair value of any other consideration, and the nominal value of shares received in exchange.

Profit and loss reserves

Includes all current and prior period retained profits.

27
Disposals

On 24 May 2023 the group disposed of its 75% holding in NibNibs Ltd, as a result of its loss in control of the subsidiary due to it entering administration. Included in these financial statements are profits of £76,886 arising from the group's interests in NibNibs Ltd up to the date of its disposal.

 

Net assets disposed of
£
Cash and cash equivalents
123,439
Property, plant and equipment
32,245
Trade and other receivables
108,178
Stock
126,671
Trade and other payables
(141,665)
248,868
Loss on disposal
(248,868)
Total consideration
-

After NibNibs Ltd entered administration, on 21 September 2023, Haywood and Padgett Limited agreed to purchase the trade, fixed assets and stock of NibNibs Ltd for £208,760.

28
Capital commitments

At the year end, the group was committed to purchasing plant and machinery costing €2,400,000, of which€1,200,000 was unpaid at the year end.

HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 29 -
29
Related party transactions
Group
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2023
2022
£
£
Aggregate compensation
720,298
582,511
Transactions with related parties

During the period the group entered into the following transactions with related parties:

Purchases
Purchases
2023
2022
£
£
Group
Entities with common directors
436,648
-

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2023
2022
£
£
Group
Entities with common directors
14,019
-
Company

On 28 February 2023, the company acquired all the share capital of Haywood & Padgett Limited, a company under common control of the directors and shareholders of this company. The consideration for the transaction was in both cash £3,413,160 and the issue of 21,998 shares in the company. The cash required was provided by Haywood & Padgett Limited by way of a group loan that was unsecured, interest free and with no set repayment terms. At the balance sheet date £3,413,610 was outstanding on the loan.

 

Subsequently, the companies were part of a wholly owned group and therefore the disclosure exemption in FRS 102 33.1A regarding transaction with wholly owned group members has been used.

30
Directors' transactions
Description
% Rate
Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
Directors loan
-
9,954
380,172
(444,717)
(54,591)
Directors loan
-
(69,357)
72,920
(25,000)
(21,437)
(59,403)
453,092
(469,717)
(76,028)
HAYWOOD AND PADGETT HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2023
- 30 -
31
Controlling party

The ultimate controlling party is W Padgett by virtue of their shareholding.

32
Cash generated from operations - group
2023
2022
£
£
Profit for the period after tax
5,592,151
1,846,083
Adjustments for:
Taxation charged
2,133,202
-
Finance costs
16,996
16,278
Investment income
(188,031)
(40,204)
(Gain)/loss on disposal of tangible fixed assets
-
32,722
Depreciation and impairment of tangible fixed assets
775,091
813,096
Other gains and losses
186,651
-
Movements in working capital:
Decrease/(increase) in stocks
512,712
(1,213,560)
Increase in debtors
(1,637,069)
(1,165,833)
(Decrease)/increase in creditors
(325,591)
26,853
Decrease in deferred income
(17,254)
-
Cash generated from operations
7,048,858
315,435
33
Analysis of changes in net funds - group
1 November 2022
Cash flows
31 October 2023
£
£
£
Cash at bank and in hand
4,949,612
2,154,756
7,104,368
Obligations under finance leases
(711,557)
161,107
(550,450)
4,238,055
2,315,863
6,553,918
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