SARCON (NO.214) LIMITED
FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
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SARCON (NO.214) LIMITED
CONTENTS
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Independent Auditors' Report
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Statement of Profit or Loss and Other Comprehensive Income
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Statement of Financial Position
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Statement of Changes in Equity
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Notes to the Financial Statements
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SARCON (NO.214) LIMITED
COMPANY INFORMATION
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Chartered Accountants and Statutory Audit Firm
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SARCON (NO.214) LIMITED
DIRECTORS' REPORT
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
The Directors present their report and the financial statements for the 53 weeks ended 31 December 2023.
DIRECTORS' RESPONSIBILITIES STATEMENT
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The Directors are responsible for preparing the Strategic Report, Directors' Report and the financial statements, in accordance with applicable law.
Company law requires the Directors to prepare financial statements for each financial year. Under that law they have elected to prepare the financial statements in accordance with International Financial Reporting Standards (IFRS) as adopted by the UK.
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 the financial statements, the Directors are required to:
∙select suitable accounting policies and then apply them consistently;
∙make judgments and estimates that are reasonable and prudent;
∙state whether they have been prepared in accordance with IFRS as adopted by the UK, subject to any material departures disclosed and explained in the financial statements;
∙assess the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
∙use the going concern basis of accounting unless they either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
The Directors confirm that they have complied with the above requirements in preparing the financial statements.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.
The Company is engaged in the sale and delivery of pizzas and trades as Domino's Pizzas.
The profit for the 53 weeks, after taxation, amounted to £1,496,161 (2022 - £1,951,432).
The Directors have paid a dividend of £1,854,534 (2022: £NIL) during the 53 weeks.
The Directors who served during the 53 weeks were:
Charles Caldwell (resigned 10 April 2024)
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Adrian Caldwell (resigned 10 April 2024)
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Catherine Caldwell (resigned 10 April 2024)
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Mary McLaughlin (resigned 10 April 2024)
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George Bertram (appointed 10 April 2024)
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SARCON (NO.214) LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
David Anderson (appointed 10 April 2024)
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Mark Hayes (appointed 10 April 2024)
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Sarcon (No. 214) Limited is a wholly owned subsidiary of Shorecal Limited, a company controlled by Adrian and Charles Caldwell at the year end. Since the year end, Domino's Pizza Group PLC has acquired full control of Shorecal Limited.
The measures taken by the directors to ensure compliance with the requirements of Sections 281 to 285 of the Companies Act 2014 with regard to the keeping of accounting records, are the employment of appropriately qualified accounting personnel and the maintenance of computerised accounting systems. The Company's accounting records are maintained at the Company's registered office at 7 Seven Houses, Upper English Street, Armagh.
DISCLOSURE OF INFORMATION TO AUDITORS
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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 auditors are 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 auditors are aware of that information.
There have been no significant events affecting the Company since the period end.
The auditors, Crowe Ireland, are eligible and have expressed a willingness to continue in office in accordance with section 485 of the Companies Act 2006.
This report was approved by the Board and signed on its behalf.
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SARCON (NO.214) LIMITED
STRATEGIC REPORT
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
The Directors present their strategic report on the Company for the 53 weeks ended 31 December 2023.
Both the level of business and the period end financial position were satisfactory.
At the end of the period the Company has assets of £10,154,072 (2022: £11,472,608) and liabilities of £6,530,727 (2022: £7,490,890). The net assets of the Company have decreased by £358,373 (2022: increased by £1,951,432) and the Directors are satisfied with the level of retained reserves at year-end.
PRINCIPAL RISKS AND UNCERTAINTIES
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The key risks to the Company are considered to be competition from other fast food pizza outlets, retention of key employees and timely supplies of quality product. The performance of the Company is measured through the use of three key performance indicators being sales growth and profitability versus annual budgets and number of stores.
This report was approved by the Board and signed on its behalf.
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SARCON (NO.214) LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SARCON (NO.214) LIMITED
We have audited the financial statements of Sarcon (No.214) Limited for the 53 weeks ended 31 December 2023 which comprise the Statement of Profit or Loss and Other Comprehensive Income, the Statement of Financial Position, the Statement of Cash Flows, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies set out on pages 14 - 17. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom.
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 53 weeks ended then ended;
∙have been properly prepared in accordance with IFRSs as adopted by the United Kingdom; 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 auditors' 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
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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. Our evaluation of the Directors' assessment of the Company's ability to continue to adopt the going concern basis of accounting included:
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 auditors' 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.
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SARCON (NO.214) LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SARCON (NO.214) LIMITED (CONTINUED)
We have nothing to report in this regard.
OPINION ON OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006
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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 53 weeks ended 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 on page 2, 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.
AUDITORS' 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 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:
∙carrying out substantive checking to supporting documents on a sample basis of individual transactions
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SARCON (NO.214) LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SARCON (NO.214) LIMITED (CONTINUED)
within income and expenditure to give comfort that on a sample basis the Company does not contain any irregular items;
∙verifying that material balances within the Balance Sheet are supported by third party evidence to confirm the existence and valuation of these balances at the Balance Sheet date;
∙enquiring of management and those charged with governance
∙reviewing financial statement disclosures and testing to supporting documentation assess compliance;
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∙performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the Company rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.
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.
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditors' 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.
George Kennington (Senior Statutory Auditor)
for an on behalf of
Crowe Ireland
Chartered Accountants and Statutory Audit Firm
40 Mespil Road
Dublin 4
D04 C2N4
28 June 2024
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SARCON (NO.214) LIMITED
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
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TOTAL COMPREHENSIVE INCOME
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The notes on pages 14 to 36 form part of these financial statements.
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SARCON (NO.214) LIMITED
REGISTERED NUMBER: NI059703
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
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Property, plant and equipment
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Other non-current investments
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Trade and other receivables
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Cash and cash equivalents
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Trade and other liabilities
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SARCON (NO.214) LIMITED
REGISTERED NUMBER: NI059703
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2023
Issued capital and reserves
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The financial statements on pages 8 to 36 were approved and authorised for issue by the Board of Directors and were signed on its behalf by:
The notes on pages 14 to 36 form part of these financial statements.
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SARCON (NO.214) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
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Comprehensive income for the 53 weeks
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Total comprehensive income for the 53 weeks
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Contributions by and distributions to owners
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Total contributions by and distributions to owners
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Comprehensive income for the 53 weeks
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Total comprehensive income for the 53 weeks
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Contributions by and distributions to owners
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The notes on pages 14 to 36 form part of these financial statements.
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SARCON (NO.214) LIMITED
STATEMENT OF CASH FLOWS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
CASH FLOWS FROM OPERATING ACTIVITIES
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Depreciation of property, plant and equipment
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MOVEMENTS IN WORKING CAPITAL:
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Decrease in trade and other receivables
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(Decrease)/increase in trade and other payables
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NET CASH FROM OPERATING ACTIVITIES
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CASH FLOWS FROM INVESTING ACTIVITIES
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Purchases of property, plant and equipment
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NET CASH USED IN INVESTING ACTIVITIES
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CASH FLOWS FROM FINANCING ACTIVITIES
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Repayment of bank borrowings
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Payment of lease liabilities
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NET CASH USED IN FINANCING ACTIVITIES
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NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS
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Cash and cash equivalents at the beginning of 53 weeks
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CASH AND CASH EQUIVALENTS AT THE END OF THE 53 WEEKS
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The notes on pages 14 to 36 form part of these financial statements.
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SARCON (NO.214) LIMITED
NOTES FORMING PART OF THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
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Functional and presentation currency
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Accounting estimates and judgments
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Employee benefits expenses
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Finance income and expense
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Property, plant and equipment
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Other non-current investments
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Trade and other receivables
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Financial instruments - fair value and risk management
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Related party transactions
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Notes supporting statement of cash flows
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Events after the reporting date
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
1.ACCOUNTING POLICIES
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.
Revenue from the sale of goods is recognised on the satisfaction of performance obligations, such as the transfer of a promised good, identified in the contract between the Company and the customer.
A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.
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(ii) Rendering of services
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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.
In preparing the financial statements of each individual group entity, transactions in currencies other than the entity's functional currency (foreign currencies) are recognised at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.
Exchange differences on monetary items are recognised in profit or loss in the period in which they arise except for:
∙exchange differences on foreign currency borrowings relating to assets under construction for future productive use, which are included in the cost of those assets when they are regarded as an adjustment to interest costs on those foreign currency borrowings;
∙exchange differences on transactions entered into in order to hedge certain foreign currency risks (see for hedging accounting policies); and
∙exchange differences on monetary items receivable from or payable to foreign operation for which settlement is neither planned nor likely to occur (therefore forming part of the net investment in the foreign operation), which are recognised initially in other comprehensive income and reclassified from equity to profit or loss on repayment of the monetary items.
For the purposes of presenting these financial statements, the assets and liabilities of the Company's foreign operations are translated into pounds using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period, unless exchange rates fluctuate significantly during that period, in which case the exchange rates at the dates of the transactions are used. Exchange differences arising, if any, are recognised in other comprehensive income and accumulated in equity (and attributed to non-controlling interests as appropriate).
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
1.ACCOUNTING POLICIES (CONTINUED)
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Foreign currency (continued)
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On the disposal of a foreign operation (i.e. a disposal of the Company's entire interest in a foreign operation, a disposal involving loss of control over a subsidiary that includes a foreign operation, or a partial disposal of an interest in a joint arrangement or an associate that includes a foreign operation of which the retained interest becomes a financial asset), all of the exchange differences accumulated in equity in respect of that operation attributable to the owners of the Company are reclassified to profit or loss.
In addition, in relation to a partial disposal of a subsidiary that includes a foreign operation that does not result in the Group losing control over the subsidiary, the proportionate share of accumulated exchange differences are re-attributed to non-controlling interests and are not recognised in profit or loss. For all other partial disposals (i.e. partial disposals of associates or joint arrangements that do not result in the Group losing significant influence or joint control), the proportionate share of the accumulated exchange differences is reclassified to profit or loss.
Goodwill and fair value adjustments to identifiable assets acquired and liabilities assumed through acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the rate of exchange prevailing at the end of each reporting period. Exchange differences arising are recognised in other comprehensive income.
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.
All other borrowing costs are recognised in profit or loss in the period in which they are incurred.
Income tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the 53 weeks. Taxable profit differs from ‘profit before tax’ as reported in the Statement of Profit or Loss and Other Comprehensive Income because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Company's current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary difference arises from
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
1.ACCOUNTING POLICIES (CONTINUED)
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(ii) Deferred tax (CONTINUED)
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the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. In addition, deferred tax liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill.
Deferred tax liabilities are recognised for taxable temporary differences associated with investments in subsidiaries and associates, and interests in joint ventures, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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 liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
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(iii) Current and deferred tax for the 53 weeks
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Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively. Where current tax or deferred tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.
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Property, plant and equipment
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Items of property, plant and equipment are measured at cost less accumulated depreciation and any accumulated impairment losses.
If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment. Any gain or loss on disposal of an item of property, plant and equipment is recognised in profit or loss. Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.
Depreciation is provided on all other items of property, plant and equipment so as to write off their carrying value over their expected useful economic lives. It is provided at the following rates:
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Leasehold land and buildings
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Over the period of the leases
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
1.ACCOUNTING POLICIES (CONTINUED)
Inventories are stated at the lower of cost and net realisable value. Costs of inventories are determined on a first in, first out basis. Net realisable value represents the estimated selling price for inventories less all estimated costs of completion and costs necessary to make the sale.
Financial assets and financial liabilities are recognised when an entity becomes a party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss.
Dividends are recognised when they become legally payable. In the case of interim dividends to equity shareholders, this is when declared by the directors. In the case of final dividends, this is when approved by the shareholders at the AGM.
Dividends on preference shares, which are classified as a financial liability, are treated as finance costs and are recognised on an accruals basis when an obligation exists at the reporting date.
Sarcon (No.214) Limited (the 'Company') is a limited company incorporated in the United Kingdom. The Company's registered office is at 7 Seven Houses, Upper English Street, Armagh. The Company's principal activity is the sale and delivery of pizzas. The Company's registration number is NI059703.
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
The financial statements have been prepared in accordance with International Financial Reporting Standards, International Accounting Standards and Interpretations as adopted by the UK (collectively IFRSs). They were authorised for issue by the Company's Board of Directors on 28 June 2024.
Details of the Company's accounting policies, including changes during the 53 weeks, are included in note 1.
In preparing these financial statements, management has made judgments, estimates and assumptions that affect the application of the Company accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively.
The areas where judgments and estimates have been made in preparing the financial statements and their effects are disclosed in note 5.
The financial statements have been prepared on the historical cost basis.
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3.2 CHANGES IN ACCOUNTING POLICIES
i) New standards, interpretations and amendments effective from 26 December 2022
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Amendments to IFRS 3 Business Combinations; IAS 16 Property, Plant and Equipment; IAS 37 Provisions, Contingent Liabilities and Contingent Assets; and Annual Improvements 2018-2020 was effective on 1 January 2022 and was endorsed on 28 June 2021.
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
3.BASIS OF PREPARATION (CONTINUED)
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New standards, interpretations and amendments not yet effective
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The following standards and interpretations to published standards are not yet effective:
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New standard or interpretation
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Mandatory effective date (period beginning)
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Amendments to IAS 7 Statement of Cash Flows and IFRS
7 Financial Instruments: Disclosures: Supplier Finance
Arrangements (Issued on 25 May 2023)
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Amendments to IFRS 16 Leases: Lease Liability in a Sale
and Leaseback (issued on 22 September 2022)
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Amendments to IAS 1 Presentation of Financial
Statements:
- Classification of Liabilities as Current or Non-Current
(issued on 23 January 2020);
- Classification of Liabilities as Current or Non-Current - Deferral of Effective Date (Issued on 15 July 2020); and
- Non-Current Liabilities with Covenants (issued on 31
October 2022)
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Amendments to IAS 8 Accounting policies, Changes in
Accounting Estimates and Errors: Definition of Accounting
Estimates (issued on 12 February 2021)
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Amendments to IAS 1 Presentation of Financial
Statements and IFRS Practice Statement 2: Disclosure of
Accounting policies (issued on 12 February 2021)
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Amendments to IAS 12 Income Taxes: Deferred Tax
related to Assets and Liabilities arising from a Single
Transaction (issued on 7 May 2021)
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Amendments to IFRS 17 Insurance contracts: Initial
Application of IFRS 17 and IFRS 9 – Comparative
Information (issued on 9 December 2021)
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Amendments to IAS 12 Income Taxes: International Tax
Reform - Pillar Two Model Rules (issued on 23 May 2023)
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The Directors anticipate that the adoption of these Standards in future periods may have an impact on the results and net assets of the Company, however, it is too early to quantify this.
The Directors anticipate that the adoption of other Standards and interpretations that are not yet effective in future periods will only have an impact on the presentation in the financial statements of the Company.
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FUNCTIONAL AND PRESENTATION CURRENCY
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These financial statements are presented in pounds sterling, which is the Company's functional currency. All amounts have been rounded to the nearest pound, unless otherwise indicated.
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
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ACCOUNTING ESTIMATES AND JUDGMENTS
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The preparation of these financial statements requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses.
Judgements and estimates are continually evaluated and are based on historical experiences and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The Company makes estimates and assumptions concerning the future. The resulting accounting estimates, will by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of the assets and liabilities within the next financial year are discussed below.
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5.1 ESTIMATES AND ASSUMPTIONS
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Establishing lives for depreciation purposes of property, plant and equipment
Long-lived assets, consisting primarily of property, plant and equipment, comprise a significant portion of the total assets. The annual depreciation charge depends primarily on the estimated lives of each type of assets and estimates of residual values. The group regularly review these asset lives and change them as necessary to reflect current thinking on remaining lives in light of prospective economic utilisation and physical condition of the assets concerned. Changes in asset lives can have a significant impact on depreciation and amortisation charges for the period. Detail of the useful lives is included in the accounting policies.
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The following is an analysis of the Company's revenue for the 53 weeks from continuing operations:
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Sale and delivery of pizzas and other products
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
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The operating profit is stated after charging:
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Depreciation of tangible fixed assets
- owned by the company
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Depreciation of right of use assets
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Other operating lease rentals
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EMPLOYEE BENEFITS EXPENSES
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EMPLOYEE BENEFIT EXPENSES (INCLUDING DIRECTORS) COMPRISE:
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Defined benefit scheme cost
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Key management personnel compensation
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, which are the Directors of the Company listed on page 1. The Directors remuneration for the 53 weeks is stated below:
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Defined benefit scheme costs
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
8.EMPLOYEE BENEFITS EXPENSES (CONTINUED)
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The monthly average number of persons, including the Directors, employed by the Company during the 53 weeks was as follows:
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FINANCE INCOME AND EXPENSE
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Recognised in profit or loss
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Finance leases (interest portion)
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NET FINANCE EXPENSE RECOGNISED IN PROFIT OR LOSS
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
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10.1 INCOME TAX RECOGNISED IN PROFIT OR LOSS
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Current tax on profits for the 53 weeks
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Origination and reversal of timing differences
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Tax expense excluding tax on sale of discontinued operation and share of tax of equity accounted associates and joint ventures
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The reasons for the difference between the actual tax charge for the 53 weeks and the standard rate of corporation tax in the United Kingdom applied to profits for the 53 weeks are as follows:
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Income tax expense (including income tax on associate, joint venture and discontinued operations)
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PROFIT BEFORE INCOME TAXES
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Tax using the Company's domestic tax rate of 23.5% (2022: 19%)
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Capital allowances for the 53 weeks in excess of depreciation
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Changes in tax rates and factors affecting the future tax charges
The Directors are not aware of any factors that will materially affect the rate of corporation tax in the foreseeable future.
The rate of corporation tax increased on 1 April 2023 to 25% on profits over £250,000. The rate for small
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
10.TAX EXPENSE (CONTINUED)
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10.1 INCOME TAX RECOGNISED IN PROFIT OR LOSS (CONTINUED)
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profits under £50,000 remains at 19% and there will be taper relief for businesses with profits between £50,000 and £250,000, so that their average rate is less than the main rate. The effective blended tax rate for 2023 was 23.5%.
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10.2 CURRENT TAX ASSETS AND LIABILITIES
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10.3 DEFERRED TAX BALANCES
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The following is the analysis of deferred tax assets/(liabilities) presented in the statement of financial position:
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
10.TAX EXPENSE (CONTINUED)
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10.3 DEFERRED TAX BALANCES (CONTINUED)
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PROPERTY, PLANT AND EQUIPMENT
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Leasehold land and buildings
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
11.PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
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Leasehold land and buildings
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ACCUMULATED DEPRECIATION AND IMPAIRMENT
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Charge owned for the 53 weeks
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Charge owned for the 53 weeks
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11.1. Assets held under leases
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The net book value of owned and leased assets included as "Property, plant and equipment" in the Statement of Financial Position is as follows:
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Property, plant and equipment owned
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Right-of-use assets, excluding investment property
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Information about right-of-use assets is summarised below:
Net book value
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Leasehold land and buildings
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
11.PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
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11.1 Assets held under leases (CONTINUED)
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Depreciation charge for the 53 weeks
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Leasehold land and buildings
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Additions to right-of-use assets
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Additions to leasehold land and buildings
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OTHER NON-CURRENT INVESTMENTS
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Investments in subsidiary companies
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
12.OTHER NON-CURRENT INVESTMENTS (CONTINUED)
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
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TRADE AND OTHER RECEIVABLES
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Receivables from related parties
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Prepayments and accrued income
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TOTAL CURRENT TRADE AND OTHER RECEIVABLES
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Payables to related parties
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Other payables - tax and social security payments
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TOTAL CURRENT TRADE AND OTHER PAYABLES
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
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TOTAL LOANS AND BORROWINGS
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Secured loans
The bank borrowings are secured by fixed and floating charges over all the assets of the Company.
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Ordinary shares of £1.00 each
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'B' Preference shares of £0.10 each
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
18.SHARE CAPITAL (CONTINUED)
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ORDINARY SHARES OF £1.00 each
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At 31 December and 25 December
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'B' PREFERENCE SHARES OF £0.10 each
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At 31 December and 25 December
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FINANCIAL INSTRUMENTS - FAIR VALUE AND RISK MANAGEMENT
|
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19.1 ACCOUNTING CLASSIFICATIONS AND FAIR VALUES
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The following table shows the carrying amounts and fair values of financial assets and financial liabilities. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
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FINANCIAL ASSETS NOT MEASURED AT FAIR VALUE
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Trade and other receivables
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Cash and cash equivalents
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FINANCIAL LIABILITIES NOT MEASURED AT FAIR VALUE
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
19.FINANCIAL INSTRUMENTS - FAIR VALUE AND RISK MANAGEMENT (CONTINUED)
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19.1 Accounting classifications and fair values (continued)
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FINANCIAL ASSETS NOT MEASURED AT FAIR VALUE
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Trade and other receivables
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Cash and cash equivalents
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FINANCIAL LIABILITIES NOT MEASURED AT FAIR VALUE
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Prepayments, accrued income, accruals and other taxes and social security payables are not financial
assets or liabilities and are therefore excluded from the analysis above.
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19.2 FINANCIAL RISK MANAGEMENT OBJECTIVES
|
The Group’s financial risk management objectives consist of identifying and monitoring risks which might have an adverse impact on the value of the Group’s financial assets and liabilities, reported profitability or cash flows.
The main risks are foreign currency risk, credit risk, liquidity risk and interest rate risk. The Board reviews and agrees policies for managing each of these risks, which are summarised below.
The Group has various financial assets such as trade receivables and cash, which arise directly from its operations. The Group’s principal financial liabilities comprise trade payables.
The Group has not entered into any derivative transactions such as interest rate swaps or foreign currency contracts.
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates will affect the Company’s income or the value of its holding of financial instruments. The Company is engaged in the sale and delivery of pizzas on a cash sales basis. The Company does not engage in speculative transactions nor does the Company hold or issue financial instruments for trading purposes.
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19.4 INTEREST RATE RISK MANAGEMENT
|
The Company is exposed to interest rate risk because the Company borrows funds at both fixed and floating interest rates. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate borrowings, and by the use of interest rate swap contracts and forward interest rate contracts. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetite, ensuring the most cost-effective hedging strategies are applied.
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
19.FINANCIAL INSTRUMENTS - FAIR VALUE AND RISK MANAGEMENT (CONTINUED)
|
19.5 CREDIT RISK MANAGEMENT
|
Credit risk refers to the risk of financial loss to the Company if a counterparty defaults on its contractual obligations on financial assets held in the Company Balance Sheet. Due to the nature of the pizza delivery business there is minimal credit risk as credit is not extended to customers therefore the Company consider the Company's Credit Risk to be low.
The Company manages its exposure to credit risk by placing all cash with Bank of Ireland and Allied Irish Banks, both recognised financial institutions. The S&P credit ratings of Bank of Ireland and Allied Irish Banks Plc is BBB- as of 31 December 2023 (2022: BBB-).
The maximum exposure to credit risk at the reporting date is £Nil (2022: £Nil)
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19.6 LIQUIDITY RISK MANAGEMENT
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Liquidity and interest risk tables
The following tables detail the Company's remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay. The tables include both interest and principal cash flows. To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end of the reporting period. The contractual maturity is based on the earliest date on which the Company may be required to pay.
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Contractual cashflows Total
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Contractual cashflows Total
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19.7 FAIR VALUE MEASUREMENTS
This note provides information about how the Company determines fair values of various financial assets and liabilities.
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
19.FINANCIAL INSTRUMENTS - FAIR VALUE AND RISK MANAGEMENT (CONTINUED)
|
19.7 FAIR VALUE MEASUREMENTS (CONTINUED)
|
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Fair value of financial assets and liabilities that are not measured at fair value (but fair value disclosures are required)
Except as detailed in the following table, the Directors consider that the carrying amounts of financial assets and financial liabilities recognised in the financial statements approximates their fair values.
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RELATED PARTY TRANSACTIONS
|
Details of transactions between the Company and its related parties are disclosed below.
The Company is party to security on group borrowings whereby AIB holds fixed and floating charges over all of the assets of the Company.
|
SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
|
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NOTES SUPPORTING STATEMENT OF CASH FLOWS
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Cash at bank available on demand
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CASH AND CASH EQUIVALENTS IN THE STATEMENT OF FINANCIAL POSITION
|
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CASH AND CASH EQUIVALENTS IN THE STATEMENT OF CASH FLOWS
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EVENTS AFTER THE REPORTING DATE
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There have been no significant events affecting the Company since the year end.
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The Company's capital management objectives are:
- to ensure the Company's ability to continue as a going concern, and
- to provide returns for shareholders and benefits for other stakeholders.
The Company monitors capital on the basis of the carrying amount of equity plus its subordinated loan, less cash and cash equivalents as presented in the financial position.
Management assesses the Company's capital requirements in order to maintain an efficient overall financing structure while avoiding excessive leverage. This takes into account the subordination levels of the Company's various classes of debt. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders.
During the 53 weeks ended 31 December 2023 the Company paid a dividend of £1,854,534 (2022: £NIL).
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SARCON (NO.214) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 53 WEEKS ENDED 31 DECEMBER 2023
|
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Significant capital expenditure contracted for at the end of the reporting period but not recognised as liabilities is are follows:
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Leasehold property - right of use assets
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