Company Registration No. 00236725 (England and Wales)
Henry Sotheran Limited
Unaudited financial statements
for the year ended 31 December 2023
Pages for filing with the registrar
Henry Sotheran Limited
Company information
Directors
Dr Christopher Saunders
Gordon Brough
(Appointed 13 May 2024)
W H Fraser Brough
(Appointed 13 May 2024)
Clarice E R Brough
(Appointed 13 May 2024)
Secretary
Melissa Hallows
Company number
00236725
Registered office
18 Upper Brook Street
London
W1K 7PU
Accountants
Saffery LLP
St John's Court
Easton Street
High Wycombe
HP11 1JX
Henry Sotheran Limited
Contents
Page
Statement of financial position
1 - 2
Notes to the financial statements
3 - 8
Henry Sotheran Limited
Statement of financial position
As at 31 December 2023
1
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
3
2,557
163,416
Current assets
Stocks
503,442
487,332
Debtors
4
52,253
79,943
Cash at bank and in hand
146,241
194,637
701,936
761,912
Creditors: amounts falling due within one year
5
(1,761,277)
(1,717,467)
Net current liabilities
(1,059,341)
(955,555)
Total assets less current liabilities
(1,056,784)
(792,139)
Creditors: amounts falling due after more than one year
6
(36,829)
(56,338)
Net liabilities
(1,093,613)
(848,477)
Capital and reserves
Called up share capital
7
987,000
987,000
Profit and loss reserves
(2,080,613)
(1,835,477)
Total equity
(1,093,613)
(848,477)

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

For the financial year ended 31 December 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

Henry Sotheran Limited
Statement of financial position (continued)
As at 31 December 2023
2
The financial statements were approved by the board of directors and authorised for issue on 13 September 2024 and are signed on its behalf by:
Gordon Brough
Director
Company Registration No. 00236725
Henry Sotheran Limited
Notes to the  financial statements
For the year ended 31 December 2023
3
1
Accounting policies
Company information

Henry Sotheran Limited is a private company limited by shares incorporated in England and Wales. The registered office is 18 Upper Brook Street, London, W1K 7PU.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

Atruet the time of approving the financial statements, having reviewed the available forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

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

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

1.4
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

 

Leasehold improvements
over the period of the lease.
Computer equipment
straight line over 3 years
Fixtures, fittings & equipment
straight line over 4 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Henry Sotheran Limited
Notes to the  financial statements (continued)
For the year ended 31 December 2023
1
Accounting policies (continued)
4
1.5
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

1.6
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to net realisable value.

1.7
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.8
Financial assets

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Loans and receivables

Trade debtors, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as 'loans and receivables'. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.

 

Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.

Henry Sotheran Limited
Notes to the  financial statements (continued)
For the year ended 31 December 2023
1
Accounting policies (continued)
5
1.9
Financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.10
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.11
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.12
Retirement benefits

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

1.13
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.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

1.14
Foreign currency translation
Monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. All differences are taken to profit and loss account.
Henry Sotheran Limited
Notes to the  financial statements (continued)
For the year ended 31 December 2023
6
2
Employees

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

2023
2022
Number
Number
Total
13
12
3
Tangible fixed assets
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 January 2023
412,597
31,759
444,356
Additions
-
0
1,148
1,148
At 31 December 2023
412,597
32,907
445,504
Depreciation and impairment
At 1 January 2023
252,407
28,533
280,940
Depreciation charged in the year
45,768
2,219
47,987
Impairment losses
112,922
1,098
114,020
At 31 December 2023
411,097
31,850
442,947
Carrying amount
At 31 December 2023
1,500
1,057
2,557
At 31 December 2022
160,190
3,226
163,416
4
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
27,928
54,501
Other debtors
24,325
25,442
52,253
79,943
Henry Sotheran Limited
Notes to the  financial statements (continued)
For the year ended 31 December 2023
7
5
Creditors: amounts falling due within one year
2023
2022
£
£
Bank loans
19,509
17,388
Trade creditors
148,628
91,927
Taxation and social security
8,263
11,015
Other creditors
1,584,877
1,597,137
1,761,277
1,717,467

On 13 May 2024 the company was sold to Gordon Brough. As part of the transaction the historical shareholder loans (included in other creditors)  amounting to £1,481,588 at the balance sheet date have been settled post year end by a combination of part payment and loan waiver.

6
Creditors: amounts falling due after more than one year
2023
2022
£
£
Bank loans and overdrafts
23,829
43,338
Other creditors
13,000
13,000
36,829
56,338

Other creditors relates to preference shares, held by Henry Sotheran Holdings Limited, these have the right to a fixed cumulative preference dividend at a rate of 2.8% per annum on the paid up capital thereon, to the extent that there are profits available for distribution. On winding up, the holders of these shares are entitled, in priority to the ordinary shares, to repayment of the paid up capital thereon together with the payment of the preferential dividends (whether earned or declared) to the repayment date. They do not confer the right to any further participation in the profits or assets of the company.

7
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
987,000
987,000
987,000
987,000
8
Related party transactions

At the year end £114,500 (2022: £nil) was owed to the directors. This amount is interest free and repayable on demand. The balance due to the directors was settled in full post year end.

 

Henry Sotheran Limited
Notes to the  financial statements (continued)
For the year ended 31 December 2023
8
9
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2023
2022
£
£
Within one year
34,067
190,628
Between two and five years
-
0
462,359
34,067
652,987
Lessor

At the reporting end date the company had contracted with tenants for the following minimum lease payments:

2023
2022
£
£
Within one year
-
0
90,000
Between two and five years
-
0
225,000
-
0
315,000
10
Parent company

At the balance sheet date the parent company of Henry Sotheran Limited was Henry Sotheran Holdings Limited, and its registered office is 71 Queen Victoria Street, London, United Kingdom, EC4V 4BE.

 

On 13 May 2024 the entire share capital of the Company was acquired by Gordon Brough and became the controlling party with effect from this date.

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