Company registration number 03436704 (England and Wales)
ROCKFALL UK LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
ROCKFALL UK LIMITED
COMPANY INFORMATION
Directors
Mr M Noon
Mr S K Noon
Mr R K Noon
Company number
03436704
Registered office
Prospect House
1 Prospect Place
Pride Park
Derby
DE24 8HG
Auditor
PKF Smith Cooper Audit Limited
Prospect House
1 Prospect Place
Pride Park
Derby
DE24 8HG
Business address
Major House Unit 1/3
Wimsey Way
Somercotes
Alfreton
DE55 4LS
ROCKFALL UK LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4
Directors' responsibilities statement
Independent auditor's report
5 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Notes to the financial statements
12 - 21
ROCKFALL UK LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -
The directors present the strategic report for the year ended 31 December 2023.
Review of the business
Rockfall UK Limited has achieved turnover of £19,930,132, up 15% on prior year (2022: £17,365,067) for the period ended 31st December 2023. The Company generated a profit before tax of £2,150,848 (2022: £1,008,122) and continues to maintain a strong and passionate workforce employing 37 members of staff. The turnover growth has been achieved by investing in increased storage space enabling the Company to reduce lead times and increase sales volumes.
The Company has net assets of £8,249,735 (2022: £6,681,753) and net current assets of £8,052,606 (2022: £6,445,956) highlighting the financial performance in the year and the strength of the Company overall.
The Company has a liquidity ratio of 3.2:1 which shows the bank loans are sufficiently covered by The Company's cash and debtor balances.
Principal risks and uncertainties
The Company has considered the principal risks and uncertainties to which it is exposed, and this is taken into account when making key strategic decisions. The main risks to the Company include rising business costs including interest rates, increased regulation, foreign currency exposure, supply chain interruptions and competition.
The Directors constantly monitor all potential challenges to the business and proactively take steps to reduce the likelihood and/or impact of all risks.
One way the Company reduces foreign currency exposure is to enter into forward currency contracts. These can have specific end dates or be open for one to six months, providing flexibility over the drawdown and timing of foreign currency loan repayments. Forward contracts are a great way of having visibility of the cost of purchases for a period of time allowing us to provide more certainty to customers on price.
The Company now has the highest stock levels ever which has helped significantly with ensuring our customers’ demands are served as quickly as possible following investment in storage space. At the same time, import loans are being paid off sooner, not only to reduce our reliance on the credit facility with the bank, but also to reduce the impact of high interest rates. The impact on cash flow has been offset by cash generated from increased sales, made possible by holding higher stock levels.
Over the last 36 months, Rock Fall have been working hard to reduce imports from China, visiting suppliers in Turkey, Pakistan and India. More of our products have been switched over to these countries, reducing our reliance in China and helping cut emissions significantly.
The Company strives to set itself apart from the competition in many ways. Foot scanning days, wearer trials and liaising with end users directly to bring new, market-led, styles to the safety footwear marketplace.
Our vegan-friendly safety footwear are the first in the UK to be accredited by The Vegan Society and these are just one of the many new innovative products we have on the market.
ROCKFALL UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Development and performance
The Company is in the process of changing the materials and components of all its styles in order to comply with new legislation, improve sustainability and reduce co2 emissions, wherever possible. This includes switching all of our penetration midsole protection materials to include new advanced technologies.
Over the past 30 months we have upgraded approximately 95% of our product range to include elements of sustainability, including rPET woven labels, lining, laces and Biomaterial eco-friendly footbeds where possible. We have also introduced styles into our product range which include 60% recycled waterproof lining with plans for more products currently in development to be released.
Following a collaboration with the female support network group “Bold as Brass” we have made two further safety boots specifically designed for women. We are the only footwear provider in the UK to offer a size 18 safety work boot. We also offer a super wide fitting boot suitable for wearers with medical conditions. Rockfall are constantly striving to satisfy the demands of our wearers, we do this by actively engaging with end-users, looking for gaps in the market, researching appropriate materials and incorporating these into our latest products.
These changes do not happen overnight, we need to research, source and test each new material in every product to ensure they meet the relevant safety standards, and all being sourced from ethically certified suppliers.
In addition, we have changed all of our packaging to be 100% FSC-certified recycled and recyclable cardboard, we also use soy-based bio-ink and water-based glues where possible.
However, we do not stop there, our objective is to continue to reduce our impact on the environment and to endeavour to be as close to net-zero as possible. We do this by working with The Higg Index and organisations such as Positive Planet; employing them to help analyse our operations to target the best ways of reducing emissions. This ensures we don’t rely on carbon credits to pay for tree planting or other inappropriate projects when we can embed corporate and social responsibility into our company culture as well as our brand.
We are also continually developing and assessing new technologies to improve the safety features of our footwear and have already heavily invested in R-Lab, our own product testing facility, which we hope to further invest and build upon. This will have the benefits of helping our designers to move faster on new developments, bringing new technology to market and ensuring we remain as market leaders in safety footwear.
The Company is also:
Only using 100% green electricity suppliers
Supporting the local Derbyshire Wildlife Trust
Combining shipments so we use fewer vessels to transport stock
Using local suppliers for cardboard recycling
Investing in workplace charging
Using GHG Protocol Compliant Emissions Reporting
Benefits to our customers:
Working with an ethical brand who are striving to achieve credible targets in sustainability
A wider customer choice of more sustainable products and Vegan styles
First to market with newly developed and highly advanced materials and technologies
We believe one of our biggest investments must be in our workforce, our staff are the lifeblood of the business and we ensure that we pay the National Living Wage, invest in their care by having trained mental health first aiders and offer them growth. Our staff are encouraged to take training courses and further their skills in areas related to their roles within the business, as our business grows these costs magnify, but employee development is an asset for future expansion.
ROCKFALL UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
Key performance indicators
Key performance indicators for the Company are, turnover, liquidity ratio, gross margin and net margin.
2023 2022
Turnover £000’s 19,930 17,365
Liquidity Ratio 3.2:1 2.7:1
Gross Margin £000’s 6,683 4,258
Gross Margin % 33.5 24.5
Net Margin £000’s 2,151 1,008
Net Margin % 10.8 5.8
The Company takes IT and Security seriously, investing £47,487 (2022: £101,065) in new systems, upgrades and replacements including Password Managers, Cloud Storage, Servers, CCTV and upgraded equipment.
During the year the Company made 5 (2022: 4) new administration positions available in order to facilitate growth and maintain excellent customer service.
Mr R K Noon
Director
1 August 2024
ROCKFALL UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
The directors present their annual report and financial statements for the year ended 31 December 2023.
Principal activities
The principal activity of the company continued to be that of purchasing, manufacture and resale of footwear through wholesale and retail distribution outlets.
Results and dividends
The results for the year are set out on page 9.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr M Noon
Mr S K Noon
Mr R K Noon
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
Auditors
Under section 487(2) of the Companies Act 2006, PKF Smith Cooper Audit Limited will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier
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
Mr R K Noon
Director
1 August 2024
ROCKFALL UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF ROCKFALL UK LIMITED
- 5 -
Opinion
We have audited the financial statements of Rockfall UK Limited (the 'company') for the year ended 31 December 2023 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
ROCKFALL UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF ROCKFALL UK LIMITED
- 6 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement on page 1, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
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.
ROCKFALL UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF ROCKFALL UK LIMITED
- 7 -
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
Based on our understanding of the Company and industry, we identified that the principal risk of fraud or non-compliance with laws and regulations related to:
Management bias in respect of accounting estimates and judgements made;
Management override of control;
Posting of unusual journals or transactions;
Significant cash-based transactions.
We focused on those areas that could give rise to a material misstatement in the financial statements. Our procedures included, but were not limited to:
Enquiry of management and those charged with governance around actual and potential litigation and claims, including instances of non-compliance with laws and regulations and fraud.
Reviewing minutes of meetings of those charged with governance where available.
Reviewing legal expenditure in the year to identify instances of non-compliance with laws and regulations and fraud.
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.
It is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
ROCKFALL UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF ROCKFALL UK LIMITED
- 8 -
This report is made solely to the company's member 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 member those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.
James Delve
(Senior Statutory Auditor)
For and on behalf of PKF Smith Cooper Audit Limited
2 August 2024
Prospect House
1 Prospect Place
Pride Park
Derby
DE24 8HG
ROCKFALL UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 9 -
2023
2022
Notes
£
£
Turnover
3
19,930,132
17,365,067
Cost of sales
(13,246,732)
(13,107,092)
Gross profit
6,683,400
4,257,975
Administrative expenses
(4,513,806)
(3,180,467)
Other operating income
23,990
4,179
Operating profit
4
2,193,584
1,081,687
Interest receivable and similar income
8
64,889
6,044
Interest payable and similar expenses
9
(107,625)
(79,609)
Profit before taxation
2,150,848
1,008,122
Tax on profit
10
(582,866)
47,990
Profit for the financial year
1,567,982
1,056,112
The profit and loss account has been prepared on the basis that all operations are continuing operations.
There was no other comprehensive income for 2023 (2022: NIL).
ROCKFALL UK LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 10 -
2023
2022
Notes
£
£
£
£
Fixed assets
Intangible assets
12
445
778
Tangible assets
13
215,118
172,717
215,563
173,495
Current assets
Stocks
14
3,447,227
3,192,465
Debtors
15
3,110,725
3,562,455
Cash at bank and in hand
5,037,672
3,592,063
11,595,624
10,346,983
Creditors: amounts falling due within one year
16
(3,543,018)
(3,901,027)
Net current assets
8,052,606
6,445,956
Total assets less current liabilities
8,268,169
6,619,451
Provisions for liabilities
Deferred tax liability
18
18,434
(62,302)
(18,434)
62,302
Net assets
8,249,735
6,681,753
Capital and reserves
Called up share capital
20
100
100
Profit and loss reserves
21
8,249,635
6,681,653
Total equity
8,249,735
6,681,753
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 1 August 2024 and are signed on its behalf by:
Mr R K Noon
Director
Company registration number 03436704 (England and Wales)
ROCKFALL UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2022
100
6,051,228
6,051,328
Year ended 31 December 2022:
Profit and total comprehensive income
-
1,056,112
1,056,112
Dividends
11
-
(425,687)
(425,687)
Balance at 31 December 2022
100
6,681,653
6,681,753
Year ended 31 December 2023:
Profit and total comprehensive income
-
1,567,982
1,567,982
Balance at 31 December 2023
100
8,249,635
8,249,735
ROCKFALL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
1
Accounting policies
Company information
Rockfall UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Prospect House, 1 Prospect Place, Pride Park, Derby, DE24 8HG. The Company registration number is 03436704.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the Company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The Company has taken advantage of the exemption to not disclose a statement of cashflow as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Ireland" as this information is included in the consolidated financial statements of Noon Group Holdings limited as at 31/12/2023 and these financial statements may be obtained from Companies House.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods 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.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Turnover 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.
1.4
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
1.5
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.
ROCKFALL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 13 -
Intangible assets comprise software costs incurred in the development of a bespoke computer system. Such assets are defined as having finite useful lives and the costs are amortised on a straight line basis over their estimated useful lives of 3 years. Intangible assets are stated at cost less amortisation and are reviewed for impairment whenever there is an indication that the carrying value may be impaired.
Amortisation is recognised so as to write off the cost of assets over their useful lives on the following bases:
Software
33% straight line
1.6
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:
Leasehold property
20% straight line
Plant and equipment
25% reducing balance and 33% straight line
Fixtures and fittings
15% reducing balance and 20-55% straight line
Motor vehicles
25% reducing balance
Freehold land and assets in the course of construction are not depreciated.
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 credited or charged to profit or loss.
1.7
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.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
1.8
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.
1.9
Financial instruments
Basic financial liabilities
Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest method. Loans and borrowings that are receivable within one year are not discounted. If an arrangement constitutes a finance transaction it is measured at present value of future payments discounted at a market rate of interest for a similar loan.
ROCKFALL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
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.
1.10
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 Company’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 when the company has 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.
1.11
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Amounts not paid are shown in other creditors as a liability in the balance sheet.
1.12
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
ROCKFALL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -
1.13
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the Company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The directors do not consider there to be any key sources of estimation uncertainty other than not providing for depreciation on freehold property based on the opinion that the estimated residual value of the buildings are not materially different from the carrying value.
3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
18,930,221
16,526,272
Europe
834,246
581,980
Rest of the world
165,665
256,815
19,930,132
17,365,067
2023
2022
£
£
Other revenue
Interest income
64,889
6,044
4
Operating profit
2023
2022
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange (gains)/losses
(67,443)
313,343
Research and development costs
60,975
75,826
Depreciation of owned tangible fixed assets
66,562
50,379
Loss/(profit) on disposal of tangible fixed assets
3,151
(1,740)
Amortisation of intangible assets
333
222
Operating lease charges
323,896
263,113
ROCKFALL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
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 company
8,400
8,000
6
Employees
The average monthly number of persons (including directors) employed by the Company during the year was:
2023
2022
Number
Number
39
36
Their aggregate remuneration comprised:
2023
2022
£
£
Wages and salaries
1,244,460
1,026,680
Social security costs
124,351
104,804
Pension costs
209,443
17,712
1,578,254
1,149,196
Included in the amounts above are directors' pension contributions of £180,457. (2022: £323).
7
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
27,850
29,500
8
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
64,889
5,993
Other interest income
51
Total income
64,889
6,044
ROCKFALL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 17 -
9
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
107,625
79,609
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
502,269
188,278
Adjustments in respect of prior periods
(139)
(161,494)
Total current tax
502,130
26,784
Deferred tax
Origination and reversal of timing differences
80,736
(74,774)
Total tax charge/(credit)
582,866
(47,990)
The tax assessed for the year is greater than (2022: lower than) the standard rate of corporation tax in the UK of 23.52% (2022: 19%) as set out below.
2023
2022
£
£
Profit before taxation
2,150,848
1,008,122
Expected tax charge based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
505,879
191,543
Tax effect of expenses that are not deductible in determining taxable profit
1,480
2,759
Adjustments in respect of prior years
(139)
(161,494)
Deferred tax adjustments in respect of prior years
75,241
(26,425)
Fixed asset differences
79
(39,420)
Remeasurement of deferred tax for changes in tax rates
326
(14,953)
Taxation charge/(credit) for the year
582,866
(47,990)
11
Dividends
2023
2022
£
£
Final paid
425,687
ROCKFALL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 18 -
12
Intangible fixed assets
Software
£
Cost
At 1 January 2023 and 31 December 2023
77,677
Amortisation
At 1 January 2023
76,899
Amortisation charged for the year
333
At 31 December 2023
77,232
Carrying amount
At 31 December 2023
445
At 31 December 2022
778
13
Tangible fixed assets
Leasehold property
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2023
7,737
63,517
81,869
145,880
299,003
Additions
13,614
35,764
84,237
133,615
Disposals
(39,590)
(39,590)
At 31 December 2023
7,737
77,131
117,633
190,527
393,028
Depreciation
At 1 January 2023
1,418
25,683
47,713
51,472
126,286
Depreciation charged in the year
1,547
12,110
20,029
32,876
66,562
Eliminated in respect of disposals
(14,938)
(14,938)
At 31 December 2023
2,965
37,793
67,742
69,410
177,910
Carrying amount
At 31 December 2023
4,772
39,338
49,891
121,117
215,118
At 31 December 2022
6,319
37,834
34,156
94,408
172,717
14
Stocks
2023
2022
£
£
Finished goods and goods for resale
3,447,227
3,192,465
ROCKFALL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 19 -
15
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
2,968,198
3,427,790
Amounts owed by group undertakings
23,942
22,873
Other debtors
1,000
4,650
Prepayments and accrued income
117,585
107,142
3,110,725
3,562,455
Amounts owed by group undertakings are unsecured, interest free and repayable on demand.
16
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Bank loans
17
1,477,616
2,783,462
Trade creditors
202,576
249,847
Amounts owed to group undertakings
77,147
52,800
Corporation tax
38,515
108,870
Other taxation and social security
55,157
31,241
Other creditors
102,660
87,045
Accruals and deferred income
1,589,347
587,762
3,543,018
3,901,027
Amounts owed to group undertakings are unsecured, interest free and repayable on demand.
17
Loans and overdrafts
2023
2022
£
£
Bank loans
1,477,616
2,783,462
Payable within one year
1,477,616
2,783,462
The Company has access to an import loan facility with a limit of £3,000,000. Each maximum loan period is between 100-160 days. Interest is charged at 1.8% per annum over the base rate.
ROCKFALL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 20 -
18
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2023
2022
Balances:
£
£
Fixed asset timing differences
19,004
(61,920)
Short term timing differences
(570)
(382)
18,434
(62,302)
2023
Movements in the year:
£
Asset at 1 January 2023
(62,302)
Charge to profit or loss
80,736
Liability at 31 December 2023
18,434
The expected net reversal of deferred tax is not expected to be material.
19
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
209,443
17,712
Contributions totalling £4,975 (2022: £3,945) were payable to the fund at the balance sheet date.
The Company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
20
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
100
100
100
100
21
Profit and loss reserves
Includes all distributable current and prior period retained profit and losses.
ROCKFALL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 21 -
22
Operating lease commitments
Lessee
At the reporting end date the Company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2023
2022
£
£
Within one year
182,460
182,460
Between two and five years
20,101
188,353
202,561
370,813
23
Related party transactions
The Company has taken advantage of the exemptions available with FRS 102 not to disclose details of any transactions between itself and fellow Group undertakings on the basis that it is a subsidiary undertaking where 100% of the voting rights are controlled within the Group whose consolidated financial statements are publicly available.
During the year, the Company paid £71,200 (2022: £67,200) in respect of rent charges to a director.
No one outside of the directors are considered to be key management personnel.
24
Ultimate controlling party
The immediate parent company is Noon Group Holdings Ltd. There is not considered to be an ultimate controlling party as no individual owns more than 50% of the issued share capital in Noon Group Holdings Limited.
25
Analysis of changes in net funds
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
3,592,063
1,445,609
5,037,672
Borrowings excluding overdrafts
(2,783,462)
1,305,846
(1,477,616)
808,601
2,751,455
3,560,056
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