REGISTERED NUMBER: |
Strategic Report, Report of the Directors and |
Financial Statements |
for the Year Ended 31 December 2023 |
for |
Friar 148 Limited |
REGISTERED NUMBER: |
Strategic Report, Report of the Directors and |
Financial Statements |
for the Year Ended 31 December 2023 |
for |
Friar 148 Limited |
Friar 148 Limited (Registered number: 09326950) |
Contents of the Financial Statements |
for the Year Ended 31 December 2023 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Directors | 5 |
Report of the Independent Auditors | 7 |
Statement of Comprehensive Income | 10 |
Balance Sheet | 11 |
Statement of Changes in Equity | 12 |
Cash Flow Statement | 13 |
Notes to the Cash Flow Statement | 14 |
Notes to the Financial Statements | 15 |
Friar 148 Limited |
Company Information |
for the Year Ended 31 December 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
SENIOR STATUTORY AUDITOR: |
AUDITORS: |
Statutory Auditors |
47a Queen Street |
Derby |
Derbyshire |
DE1 3DE |
Friar 148 Limited (Registered number: 09326950) |
Strategic Report |
for the Year Ended 31 December 2023 |
The directors present their strategic report for the year ended 31 December 2023. |
REVIEW OF BUSINESS |
The principal activity of the company is that of a holding company. The subsidiary companies' activities are the operation of online retailer specialising in window coverings. |
The directors are satisfied with the performance of the subsidiary companies during the period under review. The result of the company for the period, as set out on page 6, shows a profit for the financial period before tax of £2,248,186 (2022: £1,909,398). |
PRINCIPAL RISKS AND UNCERTAINTIES |
At the balance sheet date, the company has interest free intercompany debt and preference share liabilities due to third parties that incur a fixed annual interest charge. Therefore, there is no exposure to interest rate changes. |
As a holding company, the company is dependent on the cash generating activities of its group to meet its liabilities as they fall due and therefore the company is exposed to the risks and uncertainties faced by its group which are set out below: |
The directors have considered the company's principal risks set out as below: |
Consumer market conditions | Wider economic trends including inflation, rising interest rates and changes to the housing market have put household budgets under a real challenge. The company holds regular trading meetings to review macroeconomic trends alongside monitoring of promotional intensity and advertising campaigns to continue to maintain and grow market share, as well as refining and expanding the window coverings product range in line with changing consumer tastes. |
Recruitment and retention of quality staff | The company has increased engagement with staff through communication of strategic objectives coupled with increased investment in staff welfare, and personal development programmes for middle management. |
Foreign Exchange risk | The company makes group transactions in US Dollars. These are managed by the group treasury function through the use of forward exchange contracts to provide short term protection from exchange rate fluctuations. |
Friar 148 Limited (Registered number: 09326950) |
Strategic Report |
for the Year Ended 31 December 2023 |
SECTION 172(1) STATEMENT |
The Directors have ensured their compliance with their duties under s. 172 (1) in relation to the business and the stakeholders of the business. The directors of the business are engaged in the day to day management of the Company along with the management team; and engage regularly with other group entities. By doing so the directors can ensure that key decisions are made that meet the requirements of the group stakeholders. |
Stakeholders |
Our key stakeholders within the Group are our customers, employees, advisors, shareholders and suppliers. We are focussed on delivering high levels of service to our advisors, so that together we provide a first-class service to our customers. Our employees are central to achieving the high standards of service which we strive to offer. We recruit, train and motivate staff towards the ethos of continuously improving the service standards within the business. |
Communication |
We report in detail each month the our trading performance, non-financial data and strategies to the supervisory board of the shareholders. This allows clear communication to ensure our strategies and decisions continue to align with the shareholders' vision. The supervisory board has the opportunity each month to directly engage with the Company's directors regarding performance and direction. We reported regularly throughout the year to Hunter Douglas NV on non-financial matters including environmental and social responsibility factors. |
We encourage feedback from customers so that we can constantly improve on our services. Onsite review tools and social media are two methods we use to engage with customers and receive feedback. |
Our employees are the cornerstone of the business, and their well-being is of utmost importance. The Company has an 'open door' policy and encourages employees to communicate informally as well as formally through the policies in place to safeguard and protect the work force. The Board sees the continued involvement of their employees in the development and delivery of the Company's products and services as of critical importance to the future success of the Company and accordingly works hard to keep all staff informed of the progress and development of the business. The Company has invested behind improved communications channels and ongoing staff training and seeks to ensure that all employees and job applicants are afforded equal opportunity in all areas of employment. The Company values the contribution of all its staff and as a result enjoys high levels of retention. |
Key decisions |
Key decisions taken by the board are made with reference to the impact these decisions will have on our stakeholders. We strive for a balance between commercial success and the longer-term sustainability and satisfaction of our customers coupled with the welfare of our employees. |
The directors involve the senior management team in the strategic planning process to ensure engagement across the business. Senior managers are responsible for operational delivery of many change initiatives within the Company whilst the directors maintain oversight of progress via regular steering committee reviews. |
Friar 148 Limited (Registered number: 09326950) |
Strategic Report |
for the Year Ended 31 December 2023 |
GOING CONCERN |
The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the reasons set out below. |
The company is part of a profit making group which is expected to continue to generate positive cash flows for the foreseeable future. As a consequence, the directors believe that the group is well placed to manage its business risks and meet its cash flow obligations successfully despite the current liability position of the company. |
Friar 148 Limited has obtained a letter of support from Hunter Douglas Holding B.V. which confirms that the group, if required, will provide financial support until 31 December 2024. |
The directors of the company have considered information regarding the group's ability to provide support to the company, and are satisfied that the group has sufficient cash reserves to support the company if required. The directors of the company have made enquiries of the directors of Hunter Douglas Holding B.V. to confirm that it has the ability to provide financial support, noting the financial position of the company. |
The directors of the company have concluded that, if required, the group will be able to provide financial support to the company, for the period until 31 December 2024. Accordingly, the directors are satisfied that they have a reasonable basis upon which to conclude that the company is able to meet its liabilities as they fall due in the foreseeable future and that it remains appropriate to prepare the financial statements on a going concern basis. |
ON BEHALF OF THE BOARD: |
Friar 148 Limited (Registered number: 09326950) |
Report of the Directors |
for the Year Ended 31 December 2023 |
The directors present their report with the financial statements of the company for the year ended 31 December 2023. |
DIVIDENDS |
No dividends will be distributed for the year ended 31 December 2023. |
The company received dividends amounting to £3,347,340 from its subsidiaries Blinds2Go Limited and Blinds Online.com.Au Pty. |
DIRECTORS |
The directors who have held office during the period from 1 January 2023 to the date of this report are as follows: |
STREAMLINED ENERGY AND CARBON REPORTING |
The company is a wholly owned subsidiary of Hunter Douglas Group Limited which includes all relevant carbon reporting disclosures in the consolidated financial statements, which includes the relevant reporting for the company, and as such the company has applied the exemption given in Companies Act 2006 not to present the disclosure in its individual financial statements. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director 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 company's auditors are aware of that information. |
Friar 148 Limited (Registered number: 09326950) |
Report of the Directors |
for the Year Ended 31 December 2023 |
AUDITORS |
The auditors, Bourne & Co., will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Friar 148 Limited |
Opinion |
We have audited the financial statements of Friar 148 Limited (the 'company') for the year ended 31 December 2023 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 company's affairs as at 31 December 2023 and of its loss 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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, 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 Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Strategic Report and the Report of the Directors 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 Report of the Directors. |
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, 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. |
Report of the Independent Auditors to the Members of |
Friar 148 Limited |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page five, 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 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 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: |
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations was as follows: |
- | the senior statutory auditor ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; |
- | we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the sector; |
- | we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the financial reporting legislation, Companies Act 2006, taxation legislation, anti-bribery, employment, and environmental and health and safety legislation; |
- | we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and |
- | identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. |
We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud my occur, by: |
- | making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of suspected and alleged fraud; and |
- | considering the internal controls in place to mitigate the risks of fraud and non-compliance with laws and regulations. |
To address the risk of fraud through management bias and override of controls, we: |
- | performed analytical procedures to identify any unusual or unexpected relationships; |
- | tested journal entries to identify unusual transactions; |
- | assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and |
- | investigated the rationale behind significant or unusual transactions. |
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
- | agreeing financial statement disclosures to underlying supporting documentation; |
- | reading the minutes of meetings of those charged with governance; |
- | enquiring of management as to actual and potential litigation and claims; and |
- | reviewing correspondence with HMRC, relevant regulators and the company's legal advisors. |
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 Report of the Auditors. |
Report of the Independent Auditors to the Members of |
Friar 148 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 |
47a Queen Street |
Derby |
Derbyshire |
DE1 3DE |
Friar 148 Limited (Registered number: 09326950) |
Statement of Comprehensive |
Income |
for the Year Ended 31 December 2023 |
2023 | 2022 |
Notes | £'000 | £'000 |
TURNOVER |
Administrative expenses |
OPERATING LOSS | 4 | ( |
) | ( |
) |
Income from shares in group undertakings | 5 |
2,237 | 4,535 |
Interest payable and similar expenses | 6 |
(LOSS)/PROFIT BEFORE TAXATION | ( |
) |
Tax on (loss)/profit | 7 |
(LOSS)/PROFIT FOR THE FINANCIAL YEAR |
( |
) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
( |
) |
Friar 148 Limited (Registered number: 09326950) |
Balance Sheet |
31 December 2023 |
2023 | 2022 |
Notes | £'000 | £'000 | £'000 | £'000 |
FIXED ASSETS |
Investments | 8 |
CURRENT ASSETS |
Debtors | 9 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 10 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
11 |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 13 |
Share premium | 14 |
Retained earnings | 14 |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the Board of Directors and authorised for issue on |
Friar 148 Limited (Registered number: 09326950) |
Statement of Changes in Equity |
for the Year Ended 31 December 2023 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
£'000 | £'000 | £'000 | £'000 |
Balance at 1 January 2022 |
Changes in equity |
Total comprehensive income | - | - |
Balance at 31 December 2022 |
Changes in equity |
Total comprehensive income | - | ( |
) | - | ( |
) |
Balance at 31 December 2023 |
Friar 148 Limited (Registered number: 09326950) |
Cash Flow Statement |
for the Year Ended 31 December 2023 |
2023 | 2022 |
Notes | £'000 | £'000 |
Cash flows from operating activities |
Cash generated from operations | 1 | ( |
) |
Interest paid | ( |
) | ( |
) |
Finance costs paid | (2,002 | ) | (2,494 | ) |
Net cash from operating activities | ( |
) | ( |
) |
Cash flows from investing activities |
Purchase of fixed asset investments | (618 | ) | - |
Dividends received |
Net cash from investing activities |
Cash flows from financing activities |
Loan repayments in year | ( |
) |
Intercompany loans | 942 | 1,939 |
Net cash from financing activities | ( |
) |
Increase/(decrease) in cash and cash equivalents | ( |
) |
Cash and cash equivalents at beginning of year |
2 |
- |
Cash and cash equivalents at end of year | 2 | 217 | - |
Friar 148 Limited (Registered number: 09326950) |
Notes to the Cash Flow Statement |
for the Year Ended 31 December 2023 |
1. | RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2023 | 2022 |
£'000 | £'000 |
(Loss)/profit before taxation | ( |
) |
Unrealised exchange (gains) on loans | - | 284 |
Finance costs | 2,296 | 2,626 |
Finance income | (3,347 | ) | (4,820 | ) |
(1,110 | ) | (1 | ) |
Increase in trade and other debtors | ( |
) |
Increase in trade and other creditors |
Cash generated from operations | ( |
) |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Year ended 31 December 2023 |
31.12.23 | 1.1.23 |
£'000 | £'000 |
Cash and cash equivalents | 217 | - |
Year ended 31 December 2022 |
31.12.22 | 1.1.22 |
£'000 | £'000 |
3. | ANALYSIS OF CHANGES IN NET DEBT |
At 1.1.23 | Cash flow | At 31.12.23 |
£'000 | £'000 | £'000 |
Net cash |
Cash at bank | - | 217 | 217 |
- | 217 |
Debt |
Debts falling due within 1 year | (7,200 | ) | (14,400 | ) | (21,600 | ) |
Debts falling due after 1 year | (14,400 | ) | 14,400 | - |
(21,600 | ) | - | (21,600 | ) |
Total | (21,600 | ) | 217 | (21,383 | ) |
Friar 148 Limited (Registered number: 09326950) |
Notes to the Financial Statements |
for the Year Ended 31 December 2023 |
1. | STATUTORY INFORMATION |
Friar 148 Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Preparation of consolidated financial statements |
The financial statements contain information about Friar 148 Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Hunter Douglas Group Limited, The Darwin Building, 2 Colwick Quays Business Park, Private Road No 2, Nottingham, NG4 2JY. |
Related party exemption |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost less accumulated impairment. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, 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. |
Financial assets and liabilities |
Short term debtors are measured at transaction price, less any impairment. Other financial assets, including loans to group companies are measured initially at fair value, net of transaction cost and are subsequently measured at amortised cost using the effective interest method, less any impairment. |
Short term creditors are measured at transaction price, less any impairment. Other financial liabilities, including loans to group companies are measured initially at fair value, net of transaction cost and are subsequently measured at amortised cost using the effective interest method, less any impairment. |
Friar 148 Limited (Registered number: 09326950) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
Going concern |
After reviewing the company's forecasts and projections plus the latest management accounts, the directors have a reasonable expectation that the company has adequate resources to continue for the foreseeable future. The company continues to adopt the going concern policy in preparing its financial statements. |
3. | EMPLOYEES AND DIRECTORS |
There were no staff costs for the year ended 31 December 2023 nor for the year ended 31 December 2022. |
The average number of employees during the year was as follows: |
2023 | 2022 |
Directors |
2023 | 2022 |
£ | £ |
Directors' remuneration |
The directors are remunerated by other companies within the group. |
4. | OPERATING LOSS |
The operating loss is stated after charging: |
2023 | 2022 |
£'000 | £'000 |
Foreign exchange differences |
5. | INCOME FROM SHARES IN GROUP UNDERTAKINGS |
2023 | 2022 |
£'000 | £'000 |
Shares in group undertakings |
6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2023 | 2022 |
£'000 | £'000 |
Interest payable |
Pref dividend - share type 2 | 2,002 | 2,494 |
7. | TAXATION |
Analysis of the tax charge |
No liability to UK corporation tax arose for the year ended 31 December 2023 nor for the year ended 31 December 2022. |
Friar 148 Limited (Registered number: 09326950) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2023 |
8. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£'000 |
COST |
At 1 January 2023 |
Additions |
At 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
The company's investments at the Balance Sheet date in the share capital of companies include the following: |
Registered office: 1 Woodborough Road, Nottingham, Nottinghamshire, NG1 3FG, United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Melbourne 7/54-60 Vesper Drive, Narre Warren, Victoria 3805, Australia |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 1 William Clowes Street, Burslem, Stoke-On-Trent, Staffordshire, England, ST6 3AR |
Nature of business: |
% |
Class of shares: | holding |
9. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
£'000 | £'000 |
Amounts owed by group undertakings |
VAT |
Prepayments and accrued income |
10. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
£'000 | £'000 |
Preference shares (see note 12) |
Amounts owed to group undertakings |
Accrued expenses |
11. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
2023 | 2022 |
£'000 | £'000 |
Preference shares (see note 12) |
Friar 148 Limited (Registered number: 09326950) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2023 |
12. | LOANS |
An analysis of the maturity of loans is given below: |
2023 | 2022 |
£'000 | £'000 |
Amounts falling due within one year or on demand: |
Preference shares | 21,600 | 7,200 |
Amounts falling due in more than five years: |
Repayable otherwise than by instalments |
Preference shares | - | 14,400 |
Details of shares shown as liabilities are as follows: |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Preference | £1 | 21,599,997 | 21,599,997 |
13. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | £1 | 402 | 402 |
Preference | £1 | 3 | 3 |
405 | 405 |
Ordinary Shares |
Rights to take part in all approved dividend distributions |
Each share is entitled to one vote |
Rights to participate in any distribution of capital on winding up of the company |
Redeemable Preference Shares |
The right to a cumulative preferential dividend of 8.55% of the profit after tax for each financial year |
Rank first on a return of capital |
Carry no rights to vote or attend general meetings |
Are redeemable upon the first to occur of the Company issuing a Company Redemption Notice or the shareholder issuing a Shareholder Redemption Notice |
14. | RESERVES |
Retained | Share |
earnings | premium | Totals |
£'000 | £'000 | £'000 |
At 1 January 2023 | 10,393 |
Deficit for the year | ( |
) | ( |
) |
At 31 December 2023 | 10,334 |
Retained earnings |
The retained earnings represents cumulative profits and losses net of dividends and other adjustments. |
Share premium account |
The share premium account represents the premium arising on the issue of shares net of issue costs. |
Friar 148 Limited (Registered number: 09326950) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2023 |
15. | RELATED PARTY DISCLOSURES |
Included in creditors falling due within one year is an amount of £2,508,807 (2022: £2,486,465) owed to Blinds to Go Limited, a subsidiary company. This balance arose as a result of financial transactions. |
16. | ULTIMATE CONTROLLING PARTY |
The immediate parent company is Hunter Douglas (UK) Limited, incorporated in England and Wales. |
The ultimate controlling party at the year end was Hunter Douglas Group Limited, whose registered office is |
The Darwin Building, 2 Colwick Quays Business Park, Private Road No 2, Nottingham, NG4 2JY. The ultimate controlling party at the date of signing is Hunter Douglas Holdings Limited, whose registered office is The Darwin Building, 2 Colwick Quays Business Park, Private Road No 2, Nottingham, NG4 2JY. |
The company's accounts are consolidated in the accounts of the Hunter Douglas Holdings Limited. |