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Registered number: 05455052










WOODLAND GROUP LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
WOODLAND GROUP LIMITED
 
 
COMPANY INFORMATION


Directors
J P Stubbings 
I G Rowlands 
J K Stevens 
K G Stevens 
C P Watts 




Company secretaries
D Stevens, J P Stubbings



Registered number
05455052



Registered office
Arlington House
West Station Business Park

Spital Road

Maldon

Essex

CM9 6FF




Independent auditor
MHA

910 The Crescent

Colchester Business Park

Colchester

Essex

C04 9YQ




Bankers
National Westminster Bank plc
46 High Street

Brentwood

Essex

CM14 4AL





Barclays Bank PLC

1 Churchill Place

London

E14 5HP

 
WOODLAND GROUP LIMITED
 

CONTENTS



Page
Strategic Report
 
1 - 3
Directors' Report
 
4 - 5
Independent Auditor's Report
 
6 - 9
Statement of Comprehensive Income
 
10
Balance Sheet
 
11
Statement of Changes in Equity
 
12
Notes to the Financial Statements
 
13 - 37


 
WOODLAND GROUP LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The Directors present the Strategic Report of Woodland Group Limited (the "Company") and its subsidiaries (together the "Group") for the year ended 31 December 2023.

Principal activity

The Company's principal activity during the year continued to be a holding company providing support to other Group companies as and when required. The principal activities of the Group continued to be shipping, international freight forwarding, warehousing, fulfilment, transport, and distribution.
The Company is more than just a logistics and supply chain company. Independently owned, we continuously challenge ourselves and our teams to innovate and adapt, provide expert solutions, and create opportunities for clients, team members, partners, and communities. Our culture thrives on a drive for excellence and innovation, collaboration, agility through independence, opportunities to learn and develop, our diversity and relationship building, and our desire to bring skills and passion to a quickly changing and fast-paced environment.

Business review and financial key performance indicators
 
Since 2022, the Group’s ultimate holding company is Woodland Group Holdings Limited and this entity produces consolidated results for the Group.
The Company’s key performance indicators (KPIs) are operating profit and profit before tax.
The results of the Company are set out on page 10. The operating profit is £141,355 
(2022 - £919,855) and profit before tax was £1,603,138 (2022 - £3,433,040). The year ending 31 December 2023 saw an increase in management fees charged to Group companies and good levels of interest were earnt on the Company’s positive cash balances.
The Company continues to have a strong Balance Sheet with net assets standing at £25,181,313 as at 31 December 2023 
(2022 - £25,053,812).
Group acquisitions
In October 2023, the Company acquired the entire share capital of Haulable Limited. This was a strategic acquisition to enhance our digital offering and as such the metrics used to evaluate success are web traffic, orders placed and repeat orders. In this regard, the Directors are firmly of the opinion that this has been a successful acquisition.
In November 2023 the Company acquired the entire share capital of DMG Freight Services Limited complete with a leasehold warehouse in Harlow, Essex. In addition to acquiring some customers, the acquisition was justified on the decision not to renew the lease at Chelmsford and move some customers to Harlow, from where they will be better served.

Future developments

The Company will continue to provide management services to fellow Group companies, investing surplus cash to achieve returns.
During 2023 the decision was taken not to renew the lease on Chelmsford warehouse in October 2024. As a result, the Company entered into discussions to lease an office building in Chelmsford both for its staff and the staff of two subsidiaries. Since June 2024 the Company has been charging additional management fees for the space occupied by these subsidiaries.
Following a review of its banking needs, the Company entered into a main banking relationship with Barclays
Page 1

 
WOODLAND GROUP LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Bank PLC covering the UK and Europe in May 2024. All fellow Group subsidiaries were involved in this decision and the Group benefits from having greater access to banking facilities particularly in USD and Euro currencies.
Digitalisation is continuing to transform the supply chain industry. Woodland Group has been investing in a number of digital solutions over the years to provide agile, trackable and carbon conscious solutions to our clients. From reducing inefficiencies and the industry’s undeniable environmental impact to improving operational efficiency, highlighting supply chain deficiencies and opportunities, delivering a better customer experience, communication flow and increased transparency of the entire supply chain, our digital development and focus on data analysis to better forecast and protect our customers' supply chains play a key role in meeting our clients’ needs through quickly changing times.
Environmental, Social Governance (ESG) is very much at the forefront of what Woodland delivers upon. We have issued our second Sustainability report, a copy of which can be found on our website at https://www.woodlandgroup .com/reports/sustainability -report -2023. Here we outline our social, environmental, and governance credentials and KPIs and review our energy emissions.
In May 2023 we achieved the Gold rating from EcoVadis that validates corporate adherence to 21 recognized CSR criteria which follow verifiable international CSR standards (the Global Compact Principles, the International Labour Organization conventions, the Global Reporting Initiative standard, the ISO 26000). This places Woodland amongst the top 5% of the 90,000+ companies that have been assessed through the program thus far.

Principal risks and uncertainties
 
The Directors have taken steps over the last few years to minimise the impact on the business of risks which had previously been identified. Risk reviews are undertaken in order that management can deal with any issues as they arise.
Liquidity risk:
The Company manages its cash and borrowing requirements centrally to maximise interest income and minimise interest expense, whilst ensuring that the Company has sufficient liquid resources to meet the operating needs of its business. The decision to appoint Barclays Bank as the Group’s bankers has enhanced the available resources to the Company and Group.
Interest rate risk:
The Company has exposure to fair value interest rate risk on its fixed rate borrowing and deposits and cash flow interest rate risk on floating rate deposits and bank overdrafts.
Foreign currency risk:
Sterling exchange rate volatility continues, caused by geo-political factors such as, the ongoing Russia/Ukraine conflict , the Israeli/Hamas conflict, the Red Sea rebels and various election changes happening throughout the world in 2024. The Company's principal foreign currency exposures arise from loan accounts and charges to our operations in overseas countries. Hedging contracts are taken out on foreign currencies where thought necessary in addition to using cash receipts in a particular currency to pay for expenditure incurred in that currency.

Page 2

 
WOODLAND GROUP LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Other key performance indicators
 
The Company uses other key performance indicators such as Employee satisfaction surveys, central department response times and management feedback to monitor and manage performance, thereby ensuring continued delivery of excellence.


This report was approved by the Board and signed on its behalf.



................................................
J P Stubbings
Director
Date: 5 September 2024

Page 3

 
WOODLAND GROUP LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The Directors present their report and the financial statements for the year ended 31 December 2023.

Directors' Responsibilities Statement

The Directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the Directors are required to:


select suitable accounting policies and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

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

Results and dividends

The profit for the year, after taxation, amounted to £1,377,501 (2022 - £3,263,738).

The Company declared and paid a dividend of £1,250,000 in respect of the year ended 31 December 2023 (2022 - £2,000,010 in respect of the year ended 31 December 2022). The total dividend was 6.73p per share (2022 - 10.78p per share).

Directors

The Directors who served during the year were:

J P Stubbings 
I G Rowlands 
J K Stevens 
K G Stevens 
C P Watts 

Qualifying third party indemnity provisions

The Company have made qualifying third-party indemnity provisions for the benefit of its Directors and senior managers during the year. These provisions remain in force at the reporting date.

Page 4

 
WOODLAND GROUP LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Greenhouse gas emissions, energy consumption and energy efficiency action

A carbon and energy report which includes the Company has been set out in the financial statements of the ultimate parent company, Woodland Group Holdings Limited, which are publicly available. The report is available from our website at https://www.woodlandgroup .com/reports/sustainability -report -2023.

Matters covered in the Strategic Report

The Directors have chosen, in accordance with section 414c (11) of the Companies Act 2006 to include the Strategic Report matters otherwise required to be disclosed in the Directors’ Report as the Directors consider these to be of strategic importance to the Company. These matters include:
 
Principal risks and uncertainties
Future developments

Disclosure of information to auditor

Each of the persons who are Directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the Director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

the Director has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Post Balance Sheet events

In addition to the change in bankers and new office location already mentioned, on 2 April 2024 the Company, through its subsidiary Woodland Group (Hong Kong) Limited created a wholly owned subsidiary in China in the name of Woodland Logistics (Shanghai) Co. Ltd.to better serve our customers.
On 13 May 2024 the Company entered into a joint venture with Cardinal Partnership and Davies Turner. This JV was formed to acquire the entire share capital and business of Forward Computers Limited, a world leader in freight forwarding and supply chain management software solutions, whose software the Group has been using for many years.

Auditor

Following a rebranding exercise on 15 May 2023 the trading name of the Company’s independent auditor changed from MHA MacIntyre Hudson to MHA. Under section 487(2) of the Companies Act 2006MHA will be deemed to have been reappointed as auditor 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.

This report was approved by the Board and signed on its behalf.
 





................................................
J P Stubbings
Director
Date: 5 September 2024

Page 5

 
WOODLAND GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WOODLAND GROUP LIMITED
 

Opinion


We have audited the financial statements of Woodland Group 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 and the related notes, including significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’ (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.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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.


Page 6

 
WOODLAND GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WOODLAND GROUP LIMITED (CONTINUED)


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.


Opinion on other matters prescribed by the Companies Act 2006
 

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


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 Directors' 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 set out on page 4, 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.


Page 7

 
WOODLAND GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WOODLAND GROUP LIMITED (CONTINUED)


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.


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:

Enquiry of management and those charged with governance around actual and potential litigation and claims;
Enquiry of staff to identify any instances of non-compliance with 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 for reviewing accounting estimates for bias;
Reviewing minutes of meetings of those charged with governance; and
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.


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 Auditor's Report.


Page 8

 
WOODLAND GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WOODLAND GROUP LIMITED (CONTINUED)


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 2006Our 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.





Cara Miller ACCA (Senior Statutory Auditor)
for and on behalf of
MHA
Statutory Auditor
Colchester, United Kingdom

6 September 2024
MHA is the trading name of MacIntyre Hudson LLP, a limited liability partnership in England and Wales (registered number OC312313).
Page 9

 
WOODLAND GROUP LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
6,204,159
6,918,329

Gross profit
  
6,204,159
6,918,329

Administrative expenses
  
(6,240,506)
(6,277,026)

Other operating income
 5 
270,000
289,055

Other operating charges
  
(92,298)
(10,503)

Operating profit
 6 
141,355
919,855

Income from shares in group undertakings
  
834,500
2,228,360

Profit on disposal of fixed assets
  
478
100,000

Interest receivable and similar income
 10 
634,004
191,675

Interest payable and similar expenses
 11 
(7,199)
(6,850)

Profit before tax
  
1,603,138
3,433,040

Tax on profit
 12 
(225,637)
(169,302)

Profit for the financial year
  
1,377,501
3,263,738

There was no other comprehensive income for 2023 (2022 - £NIL).

The notes on pages 13 to 37 form part of these financial statements.

Page 10

 
WOODLAND GROUP LIMITED
REGISTERED NUMBER: 05455052

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2023
2022
2022
Note
£
£
£
£

Fixed assets
  

Tangible assets
 14 
2,647,501
2,817,878

Investments
 15 
22,282,666
21,041,393

  
24,930,167
23,859,271

Current assets
  

Debtors: amounts falling due within one year
 16 
8,144,121
7,904,912

Cash at bank and in hand
 17 
17,626,822
8,454,515

  
25,770,943
16,359,427

Creditors: amounts falling due within one year
 18 
(25,229,413)
(14,838,978)

Net current assets
  
 
 
541,530
 
 
1,520,449

Total assets less current liabilities
  
25,471,697
25,379,720

Creditors: amounts falling due after more than one year
 19 
(63,710)
(53,936)

  
25,407,987
25,325,784

Provisions for liabilities
  

Deferred taxation
 21 
(226,674)
(271,972)

Net assets
  
25,181,313
25,053,812


Capital and reserves
  

Called up share capital 
 22 
18,560,200
18,560,200

Retained earnings
 23 
6,621,113
6,493,612

  
25,181,313
25,053,812


The financial statements were approved and authorised for issue by the Board and were signed on its behalf by: 


................................................
J P Stubbings
Director
Date: 5 September 2024

The notes on pages 13 to 37 form part of these financial statements.

Page 11

 
WOODLAND GROUP LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Revaluation reserve
Retained earnings
Total equity

£
£
£
£


At 1 January 2022
18,560,200
160,967
5,068,917
23,790,084


Comprehensive income for the year

Profit for the year
-
-
3,263,738
3,263,738


Transactions with owners

Dividends: Equity capital
-
-
(2,000,010)
(2,000,010)

Transfer to/from profit and loss account
-
(160,967)
160,967
-



At 1 January 2023
18,560,200
-
6,493,612
25,053,812


Comprehensive income for the year

Profit for the year
-
-
1,377,501
1,377,501


Transactions with owners

Dividends: Equity capital
-
-
(1,250,000)
(1,250,000)


Total transactions with owners
-
-
(1,250,000)
(1,250,000)


At 31 December 2023
18,560,200
-
6,621,113
25,181,313


The notes on pages 13 to 37 form part of these financial statements.

Page 12

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Woodland Group Limited (the 'Company') is a private company limited by shares incorporated and domiciled in England and Wales. The company registered number is 05455052. The registered office and principal place of business is Arlington House, West Station Business Park, Spital Road, Maldon, Essex, CM9 6FF.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework'  and the Companies Act 2006.

The Company is exempt under Section 400 of the Companies Act 2006 from the requirement to prepare Group financial statements. These financial statements present information about the Company as an individual undertaking and not the Group. Woodland Group Holdings Limited, the ultimate parent company, produces consolidated accounts which include this entity and its subsidiaries.
The financial statements are rounded to the nearest pound.
The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see Note 3).

The following principal accounting policies have been applied:

  
2.2

Financial Reporting Standard 101 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions under FRS 101:
 
The requirement to publish a Statement of Cash Flows and related notes;
The requirement to disclose the future impact of new but not yet effective IFRSs;
The requirement to disclose compensation for key management between short term employee benefits, post-employment benefits and other long-term benefits;
Disclosure of the categories of financial instrument and nature and extent of risks arising on
these financial instruments;
Disclosure of the objectives, policies and processes for managing capital;
Related party disclosures for transactions with the parent or wholly owned members of the Company;
Certain disclosures required under IFRS15 Revenue from contracts with customers, including disaggregation of revenue, details of changes in contract assets and liabilities, and details of incomplete performance obligations;
Comparative period reconciliations for share capital; and
The requirement to provide detailed comparative information for tangible fixed assets.

This information is included in the consolidated financial statements of Woodland Group Holdings Limited as at 31 December 2023 and these financial statements may be obtained from Companies House.

Page 13

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Going concern

The financial statements have been prepared on a going concern basis which assumes that the Company will continue in operational existence for the foreseeable future and meet its liabilities as they fall due. The Company has net current assets of £541,530 (2022 - net current assets of £1,520,449) and net assets of £25,181,313 (2022 - £25,053,812).
The Company has and continues to consider the geo-political impacts of the Russia/Ukraine conflict, the Israeli/Hamas conflict, the Red Sea rebels and the various election changes happening throughout the world on the operational and financial performance of its business. The Company’s financial forecasts, taking into consideration the current environment, show that the Company is expected to remain profitable and generate positive cash flows giving the Company the ability to operate for the foreseeable future. We continue to closely monitor the ongoing situations, staying alert to the impact of any economic recession on the trading position of the Group and our principal customers.
Consequently, the Directors have concluded that there are no material uncertainties that may cast significant doubt about the Company's ability to continue as a going concern for the next 12 months from the date of approval of these financial statements. Accordingly, the going concern basis has been adopted in preparing the financial statements.

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is Pound Sterling.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Page 14

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. 

Rendering of services

Revenue from providing services is recognised in the accounting period in which the services are rendered.

For fixed-price contracts, revenue is recognised based on the actual service provided to the end of the reporting period as a proportion of the total services to be provided because the customer receives and uses the benefits simultaneously.

 
2.6

Leases

The Company as a lessee

The Company assesses whether a contract is or contains a lease, at inception of a contract. The Company recognises a right-of-use asset and a corresponding lease liability with respect to all lease agreements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease.

Lease payments included in the measurement of the lease liability comprise:

fixed lease payments (including in-substance fixed payments), less any lease incentives;

the exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and

payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.

The lease liability is included in 'Creditors' on the Balance Sheet.

The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.
Payments associated with short-term leases of equipment and vehicles together with leases of low value assets are recognised on a straight-line basis as an expense in Profit or Loss. Short-term leases are leases with a lease term of 12 months or less. Low value assets comprise IT equipment and small items of office furniture.

Page 15

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.6
Leases (continued)

The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.

Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Company expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.

The right-of-use assets are included in the 'Tangible Fixed Assets' line in the Balance Sheet.

The Company applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in Note 2.11.

As a practical expedient, IFRS 16 permits a lessee not to separate non-lease components, and instead account for any lease and associated non-lease components as a single arrangement. The Company has not used this practical expedient where these non-lease components are separately identifiable.

The Company as a lessor

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases. The Company only has operating leases.

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.

 
2.7

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.8

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 16

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.9

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date.

 
2.11

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Page 17

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.11
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Freehold property
-
2% straight line
Plant and machinery
-
25% straight line
Motor vehicles
-
20% - 25% straight line
Computer equipment
-
33.3% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 18

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.12

Financial instruments

The Company recognises financial instruments when it becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire. The Company's accounting policies in respect of financial instruments transactions are explained below:

Basic financial instruments are initially recognised at transaction cost and then subsequently at amortised cost. For short term items discounting is not applied and they will be stated at the amount of cash expected to be paid or received.
Basic financial instruments include:
•   Cash
•   Demand and fixed-term deposits when the entity is the depositor
•   Accounts, notes and loans receivable and payable
•   Investments in non-convertible preference shares and non-puttable ordinary and preference
  shares
The Company only holds basic financial instruments.

Financial assets

Amortised cost
Amortised cost is calculated using the effective interest method and represents the amount measured at initial recognition less repayments of principal plus the cumulative amortisation using the effective interest method of any difference between the initial amount and the maturity amount, adjusted for any loss allowance.

Impairment of financial assets

The Company always recognises lifetime expected credit losses ("ECL") for trade receivables and amounts due on contracts with customers. The expected credit losses on these financial assets are estimated based on the Company's historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument.

Financial liabilities

At amortised cost

Amortised cost is calculated using the effective interest method. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or where appropriate a shorter period, to the amortised cost of a financial liability.

Page 19

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.13

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
Dividends in specie are measured at the carrying value of the asset distributed as permitted by the Companies Act 2006.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgements and estimates. The items in the financial statements where these judgements and estimates have been made include:
Impairment of fixed asset investments
The recoverable amount of the investment in subsidiaries involves an estimate which depends on the future trading of the subsidiary.
As at 31 December 2023, the value of the investments remain recoverable.
Expected credit losses for intra group balances
The expected credit losses for intra group balances involves estimates regarding the future recoverability of amounts receivable.


4.


Turnover

The whole of the turnover is attributable to management charges receivable from group companies.

2023
2022
£
£

United Kingdom
4,014,256
5,025,347

Rest of Europe
287,528
224,513

Rest of the World
1,902,375
1,668,469

6,204,159
6,918,329


Page 20

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Other operating income

2023
2022
£
£

Rent receivable
270,000
289,055

270,000
289,055



6.


Operating profit

The operating profit is stated after charging/(crediting):

2023
2022
£
£

Short-term rentals
13,686
13,686

Depreciation of owned tangible fixed assets
221,726
172,838

Depreciation of assets held under leases
27,005
26,522

Profit on disposal of fixed assets
478
-

Exchange differences
72,948
(30,865)

Charitable donations
7,229
20,036

Direct expenses for investment property
-
18,683

Rental income from Investment property
-
(19,125)


7.


Auditor's remuneration

During the year, the Company obtained the following services from the Company's auditor:


2023
2022
£
£

Fees payable to the Company's auditor for the audit of the Company's financial statements
46,800
37,800

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent company.

Page 21

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Employees

Staff costs, including Directors' remuneration, were as follows:


2023
2022
£
£

Wages and salaries
2,675,163
3,448,844

Social security costs
272,542
354,676

Cost of defined contribution scheme
197,121
444,226

3,144,826
4,247,746


The average monthly number of employees, including the Directors, during the year was as follows:


        2023
        2022
            No.
            No.







Sales, administration and management
58
64


9.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
274,919
567,591

Company contributions to defined contribution pension schemes
93,538
22,961

368,457
590,552


During the year retirement benefits were accruing to 3 Directors (2022 - 2) in respect of defined contribution pension schemes.

The highest paid Director received remuneration of £126,795 (2022 - £250,898).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid Director amounted to £73,649 (2022 - £Nil).

Page 22

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.


Interest receivable

2023
2022
£
£


Bank interest receivable
527,206
78,325

Other interest receivable
106,798
113,350

634,004
191,675


11.


Interest payable and similar expenses

2023
2022
£
£


Bank interest payable
177
594

Other interest payable
5,167
5,667

Interest on lease liabilities
1,855
589

7,199
6,850


12.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
105,203
1

Adjustments in respect of previous periods
17,916
-


Group taxation relief
147,816
168,477


270,935
168,478


Total current tax
270,935
168,478

Deferred tax


Origination and reversal of timing differences
(45,298)
626

Effect of tax rate change on opening balance
-
198

Total deferred tax
(45,298)
824


Tax on profit
225,637
169,302
Page 23

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 23.5% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit on ordinary activities before tax
1,603,138
3,433,040


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.5% (2022 - 19%)
377,059
652,278

Effects of:


Expenses not deductible for tax purposes
29,685
36,775

Fixed asset timing differences
(2,744)
(82,365)

Adjustments to tax charge in respect of prior periods
17,916
-

Non-taxable income
(196,279)
(423,388)

Chargeable losses
-
(14,196)

Deferred tax adjustments
-
198

Total tax charge for the year
225,637
169,302


Factors that may affect future tax charges

An increase in the UK corporation tax rate from 19% to 25% was substantively enacted in June 2021 and took effect from 1 April 2023 for profits over £250,000. For profits under £50,000 the tax rate will remain the same at 19% and for profits between these figures it will be subject to 25% but reduced by a marginal relief providing a gradual increase in the effective Corporation Tax rate.


13.


Dividends

2023
2022
£
£

Ordinary


Dividends paid
1,250,000
2,000,010

Page 24

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Tangible fixed assets





Land and building
Plant and equipment
Motor vehicles
Total

£
£
£
£



Cost


At 1 January 2023
2,630,764
751,403
157,724
3,539,891


Additions
-
42,266
82,105
124,371


Disposals
-
-
(78,887)
(78,887)



At 31 December 2023

2,630,764
793,669
160,942
3,585,375



Depreciation


At 1 January 2023
428,494
236,992
56,527
722,013


Charge for the year on owned assets
-
208,817
12,909
221,726


Charge for the year on right-of-use assets
-
-
27,005
27,005


Disposals
-
-
(32,870)
(32,870)



At 31 December 2023

428,494
445,809
63,571
937,874



Net book value



At 31 December 2023
2,202,270
347,860
97,371
2,647,501



At 31 December 2022
2,202,270
514,411
101,197
2,817,878




The net book value of land and buildings may be further analysed as follows:


2023
2022
£
£

Freehold
2,202,270
2,202,270

2,202,270
2,202,270


Page 25

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

           14.Tangible fixed assets (continued)


The net book value of owned and leased assets included as "Tangible fixed assets" in the Balance Sheet is as follows:

2023
2022
£
£


Tangible fixed assets owned
2,558,013
2,737,473

Right-of-use tangible fixed assets
89,488
80,405

2,647,501
2,817,878

Information about right-of-use assets is summarised below:

Net book value

2023
2022
£
£

Motor vehicles
89,488
80,405

89,488
80,405

Depreciation charge for the year ended

2023
2022
£
£

Motor vehicles
26,982
26,522

Other tangible fixed assets
23
-

27,005
26,522

Additions relating to right-of-use assets totalled £82,105 (2022 - £NIL).

Page 26

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

15.


Fixed asset investments





Investments in subsidiary companies
Investments in associates
Total

£
£
£



Cost


At 1 January 2023
21,038,572
2,821
21,041,393


Additions
1,224,673
16,600
1,241,273



At 31 December 2023
22,263,245
19,421
22,282,666




Additions to subsidiary companies in the year include the 100% acquisition of Haulable Ltd for £10,000 on the 16th October 2023 and the 100% acquisition of DMG Freight Services Ltd for £1,214,673 on the 7th November 2023.
Additions to associates in the year include the 33% acquisition of IntelClear Limited for €4,000 on the 9th November 2023 and also an increase in shareholding of Redwood Fullfilment BV for €15,250 on the 15th August 2023, raising the total shareholding to 34.95%.

Page 27

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Country of incorporation

Class of shares

Holding

Woodland Global Limited
1
England and Wales
Ordinary
100%
Woodland International Transport Company Inc.
2
USA
Ordinary
100%
Woodland International Express Company Limited
3
Ireland
Ordinary
100%
Woodland Logistics Limited *
1
England and Wales
Ordinary
100%
Woodland Entertainment Limited *
1
England and Wales
Ordinary
100%
Woodland Global BV
8
Netherlands
Ordinary
100%
Woodland Risk Services Limited ^
1
England and Wales
Ordinary
100%
Millon International Freight Limited ^
1
England and Wales
Ordinary
100%
MIT Millon Transport S.A. ^
4
Spain
Ordinary
100%
International Food Link Limited *
1
England and Wales
Ordinary
57%
Woodland Group (Hong Kong) Limited ^
5
Hong Kong
Ordinary
100%
Woodland Global Network (Aust) Pty Limited ^
6
Australia
Ordinary
100%
Woodland Media (Hong Kong) Limited
7
Hong Kong
Ordinary
100%
Courier Elite Limited *^
1
England and Wales
Ordinary
100%
Freight Filter Limited
1
England and Wales
Ordinary
75%
TBK Holdings Limited
1
England and Wales
Ordinary
50%
Worldwide Book Services Limited *
1
England and Wales
Ordinary
50%
WBS Logistics Limited
1
England and Wales
Ordinary
50%
Haulable Limited
1
England and Wales
Ordinary
100%
DMG Freight Services Limited
1
England and Wales
Ordinary
100%
WBS Nordic AB *
9
Sweden
Ordinary
100%
Woodland Logistics (Shanghai) Co Ltd * (From 2 April 2024)
10
China
Ordinary
100%

Page 28

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Subsidiary undertakings (continued)

Key:
* Undertaking not directly held by Woodland Group Limited
^ Dormant company
Registered offices:
1. Arlington House, West Station Business Park, Spital Road, Maldon, Essex, CM9 6FF
2. 900 Stewart Avenue, Suite 120, Garden City, New York, 11530, USA
3. 8 Anne Devlin Park, Rathfarnham, Dublin 14
4. Travisa Industrial 79, 08907 Hospitalet de Llobregat, Barcelona
5. 812 Silvercord, Tower 1, 30 Canton Road, Tsimshatsui, Hong Kong
6. Level 9, 31 Market Street, Sydney, NSW 2000, Australia
7. Unit 2108, 21/F Billion Plaza, 8 Cheung Yue Street, Cheung Sha Wan, Kowloon, Hong Kong
8. Bleak 520, 3011TA Rotterdam, Netherlands
9. Lovstigen 6, 761 41, Norrtalje, Sweden
10. Room 404, Sec. A. Building 23, No. 196 Ouyang Road, Hongkou district, Shanghai, China.

Page 29

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Subsidiary undertakings (continued)

The aggregate of the share capital and reserves as at 31 December 2023 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£
£

Woodland Global Limited
17,826,635
685,849

Woodland International Transport Company Inc.
6,145,612
1,601,836

Woodland International Express Company Limited
5,759,115
726,168

Woodland Logistics Ltd
4,164,014
363,175

Woodland Entertainment Limited
1,666,522
482,874

Woodland Global BV
(5,558)
(1,890)

Woodland Risk Services Limited
-
-

Millon International Freight Limited
1,065,609
-

MIT Millon Transport S.A.
-
-

International Food Link Limited
1,610,262
(54,972)

Woodland Group (Hong Kong) Limited
(58,540)
(9,839)

Woodland Global Network (Aust) Pty Ltd
-
-

Woodland Media (Hong Kong) Limited
1,071,327
223,098

Courier Elite Limited
76,069
-

Freight Filter Limited
(18,156)
26,258

TBK Holdings Limited
32,172
452,000

Worldwide Book Services Limited
1,836,715
563,302

WBS Logistics Limited
-
-

Haulable Limited
(142,246)
(104,838)

DMG Freight Services Limited
86,749
(42,361)

WBS Nordic AB *
87,133
84,846

Woodland Logistics (Shanghai) Co Ltd * (From 2 April 2024)
-
-

Page 30

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

Associates


The following were associates of the Company:


Name

Registered office

Class of shares

Holding

Redwood Fulfilment BV
1
Ordinary
34.95%
International Food Link Spain SL *
2
Ordinary
24%
IntelClear
3
Ordinary
33.33%
Forward Computers Alliance Limited
4
Ordinary
33.33%

Key:
* Undertaking not directly held by the parent Company
1. Albert Hahnplantsoen 23 1077 BM, Amsterdam, Netherlands
2. PL Jacinto Benavente 00002, 28012 Madrid, Spain
3. 6 Rue Des Hautes, Cornes 80000 Amiens, France
4. West Midlands Freight Terminal, Station Road, Coleshill B46 1DT
For all subsidiary and associated undertakings listed above, the country of incorporation is the same as the principal place of business. The principal activities of all the trading subsidiaries are shipping and international freight forwarders including distribution. All subsidiaries have made up their accounts to 31 December.


16.


Debtors

2023
2022
£
£


Trade debtors
42,755
24,006

Amounts owed by group undertakings
247,942
2,764,475

Amounts owed by associated undertakings
239,241
272,220

Other debtors
6,950,842
4,326,625

Prepayments and accrued income
663,341
517,586

8,144,121
7,904,912



17.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
17,626,822
8,454,515

17,626,822
8,454,515


Page 31

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

18.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
427,289
133,205

Amounts owed to group undertakings
23,746,215
11,201,575

Corporation tax
104,964
-

Other taxation and social security
68,861
76,578

Lease liabilities
26,548
26,926

Other creditors
167,707
2,789,658

Accruals and deferred income
687,829
611,036

25,229,413
14,838,978


Lease liabilities are secured over the underlying assets financed.
The Company has guarantees which are detailed in Note 24.


19.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Lease liabilities
63,710
53,936

63,710
53,936


Lease liabilities are secured over the underlying assets financed.

Page 32

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

20.

Leases

Company as a lessee

The Company leases various warehouses, offices, vehicles, plant and equipment. Rental contracts are typically made for fixed periods of 1 to 10 years but may have extension options or break clauses.

Lease liabilities are due as follows:

2023
2022
£
£

Not later than one year
26,548
26,926

Between one year and five years
63,710
53,936

90,258
80,862


The following amounts in respect of leases, where the Company is a lessee, have been recognised in profit or loss:

2023
2022
£
£

Interest expense on lease liabilities
1,855
589

The total cash outflow for leases during the year was £74,564 (2022 - £26,927).

Page 33

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

21.


Deferred taxation




2023
2022


£

£






At beginning of year
271,972
271,148


Charged to profit or loss
(45,298)
824



At end of year
226,674
271,972

The provision for deferred taxation is made up as follows:

2023
2022
£
£


Accelerated capital allowances
229,227
272,960

Other timing differences
(2,553)
(988)

226,674
271,972


22.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



18,560,200 (2022 - 18,560,200) Ordinary shares of £1.00 each
18,560,200
18,560,200

All shares rank equally with regards to voting rights, dividend rights and rights in any distributions made
including winding up.



23.


Reserves

Retained earnings

Retained earnings represents the accumulation of retained profits, net of dividends, which are in the form of distributable reserves.

Page 34

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

24.


Financial commitments, guarantees and contingent liabilities

The Company has entered into an intercompany guarantee for banking facilities with certain fellow group and related party undertakings totalling £4,230,000 (2022 - £5,092,069) at the year end. This includes overdraft facilities of £4,000,000 (2022 - £4,000,000) which were undrawn at the 31 December 2023. In addition, the Group held United Kingdom and Irish customs bonds amounting to £282,030 (2022 - £997,601).
The Company has entered into an intercompany guarantee for the VAT payments due with certain fellow group companies and the amount payable at the year end amounted to £132,262 
(2022 receivable - £297,758).


25.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £197,121 (2022 - £444,226). Contributions totalling £10,356 (2022 - £10,713) were payable to the fund at the Balance Sheet date and is included within other creditors.

Page 35

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

26.


Related party transactions

The Company has taken the FRS 101 exemption from the requirements in 'IAS 24 Related Party Disclosures' to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member.
FIPL Limited is a related party as K G Stevens is the majority shareholder of the company and the majority shareholder of Woodland Group Holdings Limited. Transactions with FIPL Limited were sales of £96,337 
(2022 - £43,525) and purchases of £148,068 (2022 - £126,926). Amounts totalling £2,543,199 (2022 - £1,005,000) were advanced to FIPL Limited. Amounts owed to FIPL Limited at 31 December 2023 was £14.586 (2022 - £12,448). Amounts owed from FIPL Limited at 31 December 2023 was £6,823,926 (2022 - £4,260,422).
Atlantic Pacific Global Logistics Limited is a related party as K G Stevens is a shareholder of its holding company, Atlantic Pacific Group Ltd and the majority shareholder of Woodland Group Holdings Limited. Transactions with Atlantic Pacific Global Logistics Limited were sales of £4,439 
(2022 - £6,000).  Amounts owed from Atlantic Pacific Global Logistics Limited at 31 December 2023 was £415 (2022 -  £NIL).
Port Express Limited is a related party as K G Stevens is a shareholder of its holding company, Atlantic Pacific Group Ltd and is the majority shareholder of Woodland Group Holdings Limited. Transactions with Port Express Limited were sales of £3,000 
(2022 - £12,000)
International Food Link Limited is a related party as Woodland Group Holdings Limited indirectly owns 57.2% of its share capital. Transactions with International Food Link Limited were sales of £143,646 
(2022 - £70,234). The amount owed by International Food Link Limited at 31 December 2023 was £600 (2022 - £5,843).
Freight Filter Limited is a related party as Woodland Group Holdings Limited indirectly owns 75% of its share capital. Transactions with Freight Filter Limited were sales of £4,886 
(2022 - £100,318). Amounts totalling £NIL (2022 - £41,707) were advanced to Freight Filter Limited during the year as Woodland Global Ltd processed their payroll. Amounts repaid by Freight Filter Limited during the year were £79,157 (2022 - £NIL). The amount owed by Freight Filter Limited at 31 December 2023 was £8,689 (2022 - £87,846).
Redwood Fulfilment BV is a related party as Woodland Group Holdings Limited indirectly owns 34.95% of its share capital. Transactions with Redwood Fulfilment BV were sales of £13,742 
(2022 - £58,799). Amounts repaid by Redwood Fulfilment BV during the year was £55,398 (2022 - £22,069). The amount owed by Redwood Fulfilment BV at 31 December 2023 was £230,568 (2022 - £272,220).
Ceedbox Limited is a related party as K G Stevens is a shareholder and the majority shareholder of Woodland Group Holdings Limited. Transactions with Ceedbox Limited were purchases of £123,750 
(2022 - £139,500). The amount owed by Ceedbox Limited at 31 December 2023 was £25,000 (2022 - £25,000).
Forward Property Holdings Limited is a company controlled by the Director and ultimate controlling party K G Stevens. Transactions with Forward Property Holdings Limited were purchases of £8,450 
(2022 - £16,300). Amounts totalling £5,388 (2022 - £NIL) were advanced to Forward Property Holdings Limited, and amounts borrowed were £NIL (2022 - £5,388).  At the year end the Company owed Forwarding Property Limited £NIL (2022 - £21,668)

Page 36

 
WOODLAND GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

27.


Controlling party

The Company's immediate and ultimate parent is Woodland Group Holdings Limited (Company Registered Number: 14078193), a company incorporated in England and Wales. 
The smallest and largest group of undertakings for which consolidated accounts have been drawn up is Woodland Group Holdings Limited. The consolidated financial statements of Woodland Group Holdings Limited are publicly available and can be obtained from Companies House. The registered office of Woodland Group Holdings Limited is Arlington House, West Station Business Park, Spital Road, Maldon, CM9 6FF.
Mr K G Stevens is this Company's ultimate controlling party by virtue of his majority shareholding in the ultimate parent company.

 
Page 37