Report of the Director and |
Consolidated Financial Statements |
for the Year Ended 31 December 2023 |
for |
BA Restaurants Limited |
Report of the Director and |
Consolidated Financial Statements |
for the Year Ended 31 December 2023 |
for |
BA Restaurants Limited |
BA Restaurants Limited (Registered number: 11542205) |
Contents of the Consolidated Financial Statements |
for the Year Ended 31 December 2023 |
Page |
Company Information | 1 |
Report of the Director | 2 |
Report of the Independent Auditors | 3 |
Consolidated Income Statement | 6 |
Consolidated Balance Sheet | 7 |
Company Balance Sheet | 8 |
Notes to the Consolidated Financial Statements | 9 |
BA Restaurants Limited |
Company Information |
for the Year Ended 31 December 2023 |
DIRECTOR: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditors |
8-10 South Street |
Epsom |
Surrey |
KT18 7PF |
BA Restaurants Limited (Registered number: 11542205) |
Report of the Director |
for the Year Ended 31 December 2023 |
The director presents his report with the financial statements of the company and the group for the year ended 31 December 2023. |
DIRECTOR |
STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
The director is responsible for preparing the Report of the Director and the financial statements in accordance with applicable law and regulations. |
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
AUDITORS |
The auditors, Williams & Co Epsom LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
BA Restaurants Limited |
Opinion |
We have audited the financial statements of BA Restaurants Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated Income Statement, Consolidated Balance Sheet, Company Balance Sheet and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2023 and of the group's 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report. |
Key audit matters |
The Group is very much reliant on the support of its parent company and investors which has allowed it to invest in its subsidiary company. The amounts owing from the subsidiary at the end of the year is lower than in 2022 year end as it has reported a profit in the year. This continued support is necessary whilst the loans remain outstanding and the business continues to establish itself in the market place. |
Other information |
The director is responsible for the other information. The other information comprises the information in the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon. |
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. |
In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Report of the Director has been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
BA Restaurants Limited |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Director. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of director's remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit; or |
- | the director was not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Group Strategic Report or in preparing the Report of the Director. |
Responsibilities of director |
As explained more fully in the Statement of Director's Responsibilities set out on page two, the director is 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 director determines 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 director is responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the group or the parent company or to cease operations, or has 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 a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
The Parent Company and Group are subject to many laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements. These include financial reporting and tax legislation, employment law and health & safety legislation. |
We communicated relevant laws and regulations and potential fraud risks to all engagement team members, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. |
We discussed with management the application of these legal requirements and enquired as to any instances of non-compliance. |
The results of our risk assessment at the planning stage formed the basis of designing audit procedures to identify non-compliance with the laws and regulations as mentioned above. |
These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, and detecting irregularities that result from fraud is inherently more difficult than detecting those that result from error, as fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it. |
In assessing the potential risks of material misstatement, we obtained an understanding of the Parent Company and Group's operations, including the nature of their revenue sources, products and services and of its objectives and strategies to understand the classes of transactions, account balances, expected financial statement disclosures and business risks that may result in risks of material misstatement. |
We reviewed the business' control environment and the application of those controls with regards to authorisation of transactions and the correct reporting of transactions. |
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 Report of the Auditors. |
Report of the Independent Auditors to the Members of |
BA Restaurants Limited |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors 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. |
for and on behalf of |
Statutory Auditors |
8-10 South Street |
Epsom |
Surrey |
KT18 7PF |
BA Restaurants Limited (Registered number: 11542205) |
Consolidated |
Income Statement |
for the Year Ended 31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
TURNOVER | 3,902,431 | 3,293,253 |
Cost of sales | (1,872,349 | ) | (1,885,358 | ) |
GROSS PROFIT | 2,030,082 | 1,407,895 |
Administrative expenses | (1,977,012 | ) | (2,039,110 | ) |
53,070 | (631,215 | ) |
Other operating income | 222,222 | 6,000 |
OPERATING PROFIT/(LOSS) and |
PROFIT/(LOSS) BEFORE TAXATION | 275,292 | (625,215 | ) |
Tax on profit/(loss) | - | - |
PROFIT/(LOSS) FOR THE FINANCIAL YEAR | ( |
) |
Profit/(loss) attributable to: |
Owners of the parent | 275,292 | (625,215 | ) |
BA Restaurants Limited (Registered number: 11542205) |
Consolidated Balance Sheet |
31 December 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 6 | 2,210,279 | 2,368,762 |
Investments | 7 | - | - |
2,210,279 | 2,368,762 |
CURRENT ASSETS |
Stocks | 61,239 | 58,668 |
Debtors: amounts falling due within one year | 8 | 579,992 | 243,902 |
Debtors: amounts falling due after more than one year |
8 |
225,000 |
225,000 |
Cash at bank and in hand | 33,693 | 46,844 |
899,924 | 574,414 |
CREDITORS |
Amounts falling due within one year | 9 | 2,194,355 | 2,020,291 |
NET CURRENT LIABILITIES | (1,294,431 | ) | (1,445,877 | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
915,848 |
922,885 |
CREDITORS |
Amounts falling due after more than one year |
10 |
2,322,321 |
2,604,650 |
NET LIABILITIES | (1,406,473 | ) | (1,681,765 | ) |
CAPITAL AND RESERVES |
Called up share capital | 101 | 101 |
Retained earnings | (1,406,574 | ) | (1,681,866 | ) |
SHAREHOLDERS' FUNDS | (1,406,473 | ) | (1,681,765 | ) |
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime. |
The financial statements were approved by the director and authorised for issue on 6 June 2024 and were signed by: |
A Rojas Herrero - Director |
BA Restaurants Limited (Registered number: 11542205) |
Company Balance Sheet |
31 December 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 6 |
Investments | 7 |
CURRENT ASSETS |
Debtors: amounts falling due within one year | 8 |
Debtors: amounts falling due after more than one year |
8 |
Cash at bank and in hand |
CREDITORS |
Amounts falling due within one year | 9 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
10 |
NET LIABILITIES | ( |
) | ( |
) |
CAPITAL AND RESERVES |
Called up share capital |
Retained earnings | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
Company's loss for the financial year | (5,828 | ) | (9,761 | ) |
The financial statements were approved by the director and authorised for issue on |
BA Restaurants Limited (Registered number: 11542205) |
Notes to the Consolidated Financial Statements |
for the Year Ended 31 December 2023 |
1. | STATUTORY INFORMATION |
BA Restaurants Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Basis of consolidation |
The consolidated financial statements incorporate the financial statements of the Company and the entity controlled by the Group (its subsidiary). Control is achieved where the Group has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Accounting policies consistent with those of the parent are used and all intra-group transactions, balances, income and expenses are eliminated in full on consolidation. |
Critical accounting judgements and key sources of estimation uncertainty |
Carrying amounts of loans |
The Group has loans payable to its ultimate parent as well as other shareholders. These amounts are carried at cost and are not interest bearing. The key judgement revolves around the ability of the Group to repay these loans and the potential dates for repayment. |
Estimated useful life of assets |
Management determines the estimated useful lives and depreciation method for property improvements and equipment based on expected usage of the respective assets, expected physical wear and tear, technical or commercial obsolescence etc. These estimates can change significantly as a result of changes in expected usage or abandonment, technological innovations and competitors’ actions, leading to potential changes in future depreciation charges, impairment losses and / or write-offs. The Group reviews the residual values and useful lives of property and equipment at each reporting date in accordance with the relevant accounting policy with the effect of any changes in estimate accounted for on a prospective basis. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Revenue is earned from the sale of food and drink from the Group's restaurant, alongside the provision of event space and bookings. |
When a deposit is made or an event booked, the transaction is initially recorded as a liability. The revenue is recognised within profit and loss once the event has taken place. If an event or booking is cancelled and the deposit is deemed non-refundable, the deposit is recognised as revenue within profit or loss at the point of cancellation. |
The Group sells vouchers which customers can redeem at a later stage. Sales of vouchers are initially recognised as deferred income and carried within current liabilities. Upon use of the voucher, the relevant income is recognised within profit or loss. |
Tangible fixed assets |
Short leasehold - 4.17% - straight line method |
Improvements to property - 10% - straight line method |
Plant and machinery - 12.5% and 10% - straight line method |
Fixtures and fittings - 12.5% - straight line method |
Computer equipment - 12.5% and 10% - straight line method |
BA Restaurants Limited (Registered number: 11542205) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
Stocks |
Stock is comprised of both food and drink as used in the restaurant. |
Initially stock is valued at the actual cost paid to the supplier. |
Stock is subsequently valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
Going concern |
The Group has made a surplus in the period to the 31st December 2023 although it still has net current liabilities at that date. The funding in place is from its parent company and other shareholders who have no immediate rights to repayment under the shareholders and subscribers agreement. |
The subsidiary company is reporting a surplus for the year based on increased turnover as it establishes itself in the market |
The director has prepared forecasts for the Group that show trading is expected to continue ito be profitable and so provide a means to repay the loan outstanding. The parent company is also committed to providing financial support going forward. |
As a result, the accounts have been drawn up on a going concern basis which will continue to support it as required. |
BA Restaurants Limited (Registered number: 11542205) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
Financial instruments |
The Group enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors and loans from banks. |
Debt instruments (other than those wholly repayable or receivable within one year), including loans and account receivables and payables, are initially measured at the transaction price (adjusted for transaction cost) and subsequently at amortised cost using the effective interest method. |
Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. |
3. | EMPLOYEES AND DIRECTORS |
2023 | 2022 |
£ | £ |
Wages and salaries | 1,109,036 | 1,190,391 |
Social security costs | 89,858 | 103,837 |
Other pension costs | 18,119 | 14,104 |
1,217,013 | 1,308,332 |
The average number of employees during the year was as follows: |
2023 | 2022 |
Management | 12 | 9 |
Kitchen and bar | 32 | 27 |
Front of house and reception | 23 | 24 |
4. | OPERATING PROFIT/(LOSS) |
The operating profit (2022 - operating loss) is stated after charging: |
2023 | 2022 |
£ | £ |
Depreciation - owned assets | 267,424 | 200,689 |
5. | INDIVIDUAL INCOME STATEMENT |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
BA Restaurants Limited (Registered number: 11542205) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
6. | TANGIBLE FIXED ASSETS |
Group |
Plant and |
Land and | machinery |
buildings | etc | Totals |
£ | £ | £ |
COST |
At 1 January 2023 | 340,249 | 2,306,827 | 2,647,076 |
Additions | 7,601 | 101,340 | 108,941 |
At 31 December 2023 | 347,850 | 2,408,167 | 2,756,017 |
DEPRECIATION |
At 1 January 2023 | 19,817 | 258,497 | 278,314 |
Charge for year | 14,557 | 252,867 | 267,424 |
At 31 December 2023 | 34,374 | 511,364 | 545,738 |
NET BOOK VALUE |
At 31 December 2023 | 313,476 | 1,896,803 | 2,210,279 |
At 31 December 2022 | 320,432 | 2,048,330 | 2,368,762 |
7. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
subsidiary |
£ |
COST |
At 1 January 2023 |
and 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiary |
Name of Subsidiary | % of Holding | Nature of Business |
Sucre London Limited | 100 | Sale of food and drink from the company's restaurant, alongside the provision of event space and bookings. |
8. | DEBTORS |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Amounts falling due within one year: |
Trade debtors | 124,233 | 114,377 |
Other debtors | 455,759 | 129,525 |
579,992 | 243,902 |
BA Restaurants Limited (Registered number: 11542205) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
8. | DEBTORS - continued |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Amounts falling due after more than one | year: |
Other debtors | 225,000 | 225,000 |
Aggregate amounts | 804,992 | 468,902 |
9. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Bank loans and overdrafts | 99 | 99 |
Advances from customers | 705 | 15,267 |
Trade creditors | 254,467 | 384,228 |
Taxation and social security | 201,814 | 132,090 |
Other creditors | 1,737,270 | 1,488,607 |
2,194,355 | 2,020,291 |
10. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Other creditors | 2,322,321 | 2,604,650 |
11. | ULTIMATE PARENT COMPANY |
TH International Limited (incorporated in United Arab Emirates ) is regarded by the director as being the company's ultimate parent company. |
Following a group reorganisation in 2024, there is a new controlling party now in place. |