Company Registration No. 08182990 (England and Wales)
Britannia Parking Group Limited
Annual report and
group financial statements
for the year ended 31 December 2023
Britannia Parking Group Limited
Company information
Directors
S Rimmer
(Appointed 4 June 2024)
A Bidder
(Appointed 4 June 2024)
Secretary
S Rimmer
Company number
08182990
Registered office
7th Floor
County Gates House
300 Poole Road
Poole
Dorset
BH12 1AZ
Independent auditor
Saffery LLP
Midland House
2 Poole Road
Bournemouth
Dorset
BH2 5QY
Bankers
National Westminster Bank plc
The Square
5 Old Christchurch Road
Bournemouth
BH1 1DU
Solicitors
McCarthy Denning Limited
49 Queen Victoria Street
London
EC4N 4SA
Britannia Parking Group Limited
Contents
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Group statement of comprehensive income
7
Group balance sheet
8
Company balance sheet
9
Group statement of changes in equity
10
Company statement of changes in equity
11
Group statement of cash flows
12
Notes to the financial statements
13 - 29
Britannia Parking Group Limited
Strategic report
For the period ended 31 December 2023
1

The directors present the strategic report for the period ended 31 December 2023.

Fair review of the business

The company is incorporated as the holding company for Britannia Parking Services Limited and Brit Park Limited, which are wholly owned subsidiaries engaged in the management and operation of car parking facilities in major cities, town centres and shopping centres together with the provision of services for major retailers and national employers.

 

The group's turnover for the period was £29.0m compared to £15.6m for 2022, an 85.8% increase over the previous year. The group's profit before tax was £3.0m (2022: £1.9m). The gross margin was 38.2% (2022: 37.5%) and net margin 8.4% (2022: 10.1%).

 

The group, through its trading subsidiaries, continues to actively expand its portfolio and is currently in discussion over several new contracts together with renewing or extending several contracts on reviewed or enhanced terms. The blend of management contracts and leases provides comfort that the group is not adversely exposed to significant changes in the wider UK economy or UK legislation which in turn affect customer behaviour and user patterns. The focus on the use of technology also allows the group to control costs and remain competitive in the marketplace.

 

The profit before tax for Brit Park Limited and Britannia Parking Services Limited is £176.6k (2022: £8.1k) and £2.8m (2022: £1.5m) respectively.

Principal risks and uncertainties

The group’s approach to asset management is to develop added value be it through property related transactions or by managing third party car park assets or incomes. This is done by maintaining a cost-efficient focus and remaining consistent in the development of revenues. This is achieved by understanding and challenging both user patterns and market pricing whilst maintaining overall associated footfall quality. This approach is used on both owned sites and sites managed on behalf of partner and third-party clients.

 

In developing added value, the group adopts a clear objective test for each location.

On behalf of the board

S Rimmer
Director
18 September 2024
Britannia Parking Group Limited
Directors' report
For the period ended 31 December 2023
2

The directors present their annual report and financial statements for the period ended 31 December 2023.

Principal activities

The principal activity of the company continued to be that of a holding company. The principal activity of the group is the ownership, operation and management of car parks and associated facilities.

Directors

The directors who held office during the period and up to the date of signature of the financial statements were as follows:

G Stuart
(Resigned 4 June 2024)
B Parker
(Resigned 4 June 2024)
K Oram
(Resigned 4 June 2024)
P Snowdon
(Resigned 4 June 2024)
S Rimmer
(Appointed 4 June 2024)
A Bidder
(Appointed 4 June 2024)
Results and dividends

The results for the period are set out on page 7.

Ordinary dividends were paid amounting to £856,292 (2022: £1,802,264). The directors do not recommend payment of a further dividend.

Auditor

Saffery LLP have expressed their willingness to remain in office as auditors of the company.

Matters covered in the Strategic report

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of the financial risk management.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
S Rimmer
Director
18 September 2024
Britannia Parking Group Limited
Directors' responsibilities statement
For the period ended 31 December 2023
3

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law).

 

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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Britannia Parking Group Limited
Independent auditor's report
To the members of Britannia Parking Group Limited
4
Opinion

We have audited the financial statements of Britannia Parking Group Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 December 2023 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 group's and 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 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 included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information. 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

Britannia Parking Group Limited
Independent auditor's report (continued)
To the members of Britannia Parking Group Limited
5

Opinions on other matters prescribed by the Companies Act 2006

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

 

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 their 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:

 

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 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 directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.

Identifying and assessing risks related to irregularities:

We assessed the susceptibility of the group and parent company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the group and parent company by discussions with directors and by updating our understanding of the sector in which the group and parent company operates.

Britannia Parking Group Limited
Independent auditor's report (continued)
To the members of Britannia Parking Group Limited
6

Laws and regulations of direct significance in the context of the group and parent company include The Companies Act 2006 and UK Tax legislation.

 

Audit response to risks identified

We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of group and parent company financial statement disclosures. We reviewed the parent company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the parent company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the parent 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 parent 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 parent company and the parent company's members as a body, for our audit work, for this report, or for the opinions we have formed.

 

Roger Wareham (Senior Statutory Auditor)
For and on behalf of Saffery LLP
18 September 2024
Statutory Auditors
Midland House
2 Poole Road
Bournemouth
Dorset
BH2 5QY
Britannia Parking Group Limited
Group statement of comprehensive income
For the period ended 31 December 2023
7
Period
Year
ended
ended
31 December
30 June
2023
2022
Notes
£
£
Turnover
3
29,048,850
15,630,776
Cost of sales
(17,952,361)
(9,727,954)
Gross profit
11,096,489
5,902,822
Administrative expenses
(8,031,737)
(4,069,688)
Other operating income
32,690
197,437
Operating profit
4
3,097,442
2,030,571
Interest payable and similar expenses
8
(69,937)
(87,408)
Profit before taxation
3,027,505
1,943,163
Tax on profit
9
(574,656)
(367,099)
Profit for the financial period
22
2,452,849
1,576,064
Profit for the financial period is all attributable to the owners of the parent company.
Total comprehensive income for the period is all attributable to the owners of the parent company.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

Britannia Parking Group Limited
Group balance sheet
As at 31 December 2023
8
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
11
2,552,304
2,569,130
Current assets
Debtors
14
6,164,140
4,676,293
Cash at bank and in hand
1,302,846
1,161,716
7,466,986
5,838,009
Creditors: amounts falling due within one year
15
(6,385,339)
(6,251,788)
Net current assets/(liabilities)
1,081,647
(413,779)
Total assets less current liabilities
3,633,951
2,155,351
Creditors: amounts falling due after more than one year
16
(694,768)
(1,271,403)
Provisions for liabilities
Deferred tax liability
19
387,079
320,997
(387,079)
(320,997)
Net assets
2,552,104
562,951
Capital and reserves
Called up share capital
21
10,348
10,348
Other reserves
22
498,500
498,500
Profit and loss reserves
22
2,043,256
54,103
Total equity
2,552,104
562,951
The financial statements were approved by the board of directors and authorised for issue on 18 September 2024 and are signed on its behalf by:
18 September 2024
S Rimmer
Director
Britannia Parking Group Limited
Company balance sheet
As at 31 December 2023
31 December 2023
9
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
11
307,107
410,079
Investments
12
10,441
10,441
317,548
420,520
Current assets
Debtors
14
7,547,076
6,597,602
Cash at bank and in hand
227,353
48,874
7,774,429
6,646,476
Creditors: amounts falling due within one year
15
(7,405,651)
(5,291,127)
Net current assets
368,778
1,355,349
Total assets less current liabilities
686,326
1,775,869
Creditors: amounts falling due after more than one year
16
(599,920)
(1,228,888)
Provisions for liabilities
Deferred tax liability
19
38,324
36,618
(38,324)
(36,618)
Net assets
48,082
510,363
Capital and reserves
Called up share capital
21
10,348
10,348
Other reserves
22
498,500
498,500
Profit and loss reserves
22
(460,766)
1,515
Total equity
48,082
510,363

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the period was £1,415 (2022 - £1,832,305 profit).

The financial statements were approved by the board of directors and authorised for issue on 18 September 2024 and are signed on its behalf by:
18 September 2024
S Rimmer
Director
Company Registration No. 08182990
Britannia Parking Group Limited
Group statement of changes in equity
For the period ended 31 December 2023
10
Share capital
Other reserves
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 July 2021
10,348
498,500
280,303
789,151
Year ended 30 June 2022:
Profit and total comprehensive income for the year
-
-
1,576,064
1,576,064
Dividends
10
-
-
(1,802,264)
(1,802,264)
Balance at 30 June 2022
10,348
498,500
54,103
562,951
Period ended 31 December 2023:
Profit and total comprehensive income for the period
-
-
2,452,849
2,452,849
Dividends
10
-
-
(463,696)
(463,696)
Balance at 31 December 2023
10,348
498,500
2,043,256
2,552,104
Britannia Parking Group Limited
Company statement of changes in equity
For the period ended 31 December 2023
11
Share capital
Other reserves
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 July 2021
10,348
498,500
(28,526)
480,322
Year ended 30 June 2022:
Profit and total comprehensive income for the year
-
-
1,832,305
1,832,305
Dividends
10
-
-
(1,802,264)
(1,802,264)
Balance at 30 June 2022
10,348
498,500
1,515
510,363
Period ended 31 December 2023:
Profit and total comprehensive income for the period
-
-
1,415
1,415
Dividends
10
-
-
(463,696)
(463,696)
Balance at 31 December 2023
10,348
498,500
(460,766)
48,082
Britannia Parking Group Limited
Group statement of cash flows
For the period ended 31 December 2023
12
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
28
3,910,594
1,703,422
Interest paid
(69,937)
(77,403)
Income taxes paid
(241,701)
(43,714)
Net cash inflow from operating activities
3,598,956
1,582,305
Investing activities
Purchase of tangible fixed assets
(886,274)
(363,283)
Net cash used in investing activities
(886,274)
(363,283)
Financing activities
Bank loans (repaid)/advanced
(569,994)
(579,996)
Directors' loan account movement
(752,282)
(468,715)
Payment of finance leases obligations
(350,797)
(437,422)
Dividends paid to equity shareholders
(463,696)
(102,264)
Net cash used in financing activities
(2,136,769)
(1,588,397)
Net increase/(decrease) in cash and cash equivalents
575,913
(369,375)
Cash and cash equivalents at beginning of period
321,883
691,258
Cash and cash equivalents at end of period
897,796
321,883
Relating to:
Cash at bank and in hand
1,302,846
1,161,716
Bank overdrafts included in creditors payable within one year
(405,050)
(839,833)
Britannia Parking Group Limited
Notes to the financial statements
For the period ended 31 December 2023
13
1
Accounting policies
Company information

Britannia Parking Group Limited (“the company”) is a private company limited by shares incorporated in England and Wales. The registered office is 7th Floor, County Gates House, 300 Poole Road, Poole, Dorset, BH12 1AZ.

 

The group consists of Britannia Parking Group Limited and all of its subsidiaries.

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.

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, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

 

1.2
Basis of consolidation

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
1
Accounting policies (continued)
14

The consolidated group financial statements consist of the financial statements of the parent company Britannia Parking Group Limited together with all non-dormant entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

1.3
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group 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.

1.4
Reporting period

The reporting period has been extended by 6 months from 30 June 2022 to 31 December 2023. This means the prior year results are not entirely comparable with the current period.

1.5
Turnover

Turnover is recognised when it is probable that the economic benefits will flow to the company and the revenue there from can be reliably measured. Revenue is measured at the fair value of the consideration received or receivable for the sale of goods and services, net of trade discount and VAT.

 

(a) Gross income

 

Including managed site owner income represents the combined turnover of the company acting as principal and agent on behalf of landholders.

 

(b) Sales of services

 

Revenue is recognised in the accounting period in which the services are rendered by reference to stage of completion of the specific transaction assessed on the basis of the actual service provided as a proportion of the total services to be provided.

 

Parking services and parking revenue is recognised on date of the entitlement to park. Revenue from season tickets is recognised over the life of the respective ticket in accordance with the day or days to which the ticket gives a valid entitlement to park. Season ticket monies received in advance of the entitlement to park date(s) are recorded as deferred income in the balance sheet.

 

Income from parking charge notices is recognised when it is probable that the income will be received.

 

Management services revenue is recognised when the service has been provided and is matched to the period of service provision.

 

(c) Sales of goods

 

Revenue is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer and the amount of revenue can be measured reliably.

Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
1
Accounting policies (continued)
15
1.6
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 land and buildings
Over the term of the lease
Car park set-up costs
20% straight line
Fixtures, fittings and equipment
20% and 25% reducing balance
Motor vehicles
25% reducing balance

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 recognised in the profit and loss account.

1.7
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.8
Impairment of fixed assets

At each reporting period end date, the group 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.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

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.

Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
1
Accounting policies (continued)
16

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.9
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.

1.10
Financial instruments

The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
1
Accounting policies (continued)
17
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its 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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the group 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 group.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the period. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
1
Accounting policies (continued)
18
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date 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 is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.13
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.

1.14
Retirement benefits

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

1.15
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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 leased asset are consumed.

1.16
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
19
2
Critical accounting judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Fees from parking charge notices (PCNs) are recognised on the date of infraction, based upon the expected value of receipts derived from historical collection rates and ageing. At the period end, the estimated value of accrued revenue from PCNs is £2,198,874 (2022: £1,058,387 ).

3
Turnover and other revenue

The total turnover of the group for the period has been derived from its principal activity wholly undertaken in the United Kingdom.

4
Operating profit
2023
2022
£
£
Operating profit for the period is stated after charging/(crediting):
Government grants
-
(170,901)
Depreciation of owned tangible fixed assets
580,522
411,839
Depreciation of tangible fixed assets held under finance leases
187,248
150,631
Loss on disposal of tangible fixed assets
225,238
103,866
Operating lease charges
2,987,611
2,140,419
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
8,584
6,435
Audit of the financial statements of the company's subsidiaries
34,336
25,740
42,920
32,175
Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
20
6
Employees

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

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Operational staff
124
114
13
13
Business development and operational management
9
11
9
10
Administrative
23
16
23
16
Directors
3
3
1
3
Total
159
144
46
42

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
5,668,050
3,196,502
2,531,136
1,451,807
Social security costs
521,820
204,350
287,676
91,796
Pension costs
230,257
160,785
160,156
118,448
6,420,127
3,561,637
2,978,968
1,662,051
7
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
670,418
469,500
Company pension contributions to defined contribution schemes
135,760
92,459
806,178
561,959

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2022 - 3).

Remuneration disclosed above includes the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
213,944
183,683
Company pension contributions to defined contribution schemes
62,034
16,067
Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
21
8
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
51,051
40,621
Other finance costs:
Interest on finance leases and hire purchase contracts
18,266
36,782
Other interest
620
10,005
Total finance costs
69,937
87,408
9
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
508,574
375,799
Deferred tax
Origination and reversal of timing differences
66,082
(8,700)
Total tax charge for the period
574,656
367,099

The actual charge for the period can be reconciled to the expected charge for the period based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Profit before taxation
3,027,505
1,943,163
Expected tax charge based on the standard rate of corporation tax in the UK of 22.04% (2022: 19.00%)
667,262
369,201
Tax effect of expenses that are not deductible in determining taxable profit
63,449
27,711
Tax effect of income not taxable in determining taxable profit
228
(3,089)
Group relief
(85,163)
-
0
Permanent capital allowances in excess of depreciation
(133,516)
(20,491)
Movement in deferred tax
66,081
(8,700)
Movement in pension provision
(3,685)
2,467
Taxation charge for the period
574,656
367,099
Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
22
10
Dividends
2023
2022
Recognised as distributions to equity holders:
£
£
Final paid
-
111,896
Interim paid
463,696
1,690,368
463,696
1,802,264
11
Tangible fixed assets
Group
Leasehold land and buildings
Car park set-up costs
Fixtures, fittings and equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 July 2022
263,530
212,132
4,901,312
158,013
5,534,987
Additions
2,406
77,037
915,956
52,871
1,048,270
Disposals
-
0
(7,701)
(667,359)
(77,490)
(752,550)
At 31 December 2023
265,936
281,468
5,149,909
133,394
5,830,707
Depreciation and impairment
At 1 July 2022
133,339
148,664
2,637,756
46,098
2,965,857
Depreciation charged in the period
27,642
(80,916)
810,188
10,856
767,770
Eliminated in respect of disposals
-
0
(4,952)
(443,816)
(6,456)
(455,224)
At 31 December 2023
160,981
62,796
3,004,128
50,498
3,278,403
Carrying amount
At 31 December 2023
104,955
218,672
2,145,781
82,896
2,552,304
At 30 June 2022
130,191
63,466
2,263,558
111,915
2,569,130
Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
11
Tangible fixed assets (continued)
23
Company
Leasehold land and buildings
Fixtures, fittings and equipment
Motor vehicles
Total
£
£
£
£
Cost
At 1 July 2022
71,442
811,247
158,013
1,040,702
Additions
2,406
86,872
13,121
102,399
Disposals
-
0
(46,858)
(77,490)
(124,348)
At 31 December 2023
73,848
851,261
93,644
1,018,753
Depreciation and impairment
At 1 July 2022
57,928
526,597
46,098
630,623
Depreciation charged in the period
10,700
116,164
6,440
133,304
Eliminated in respect of disposals
-
0
(45,825)
(6,456)
(52,281)
At 31 December 2023
68,628
596,936
46,082
711,646
Carrying amount
At 31 December 2023
5,220
254,325
47,562
307,107
At 30 June 2022
13,514
284,650
111,915
410,079

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2023
2022
2023
2022
£
£
£
£
Fixtures, fittings and equipment
537,045
563,813
-
0
-
0
Motor vehicles
33,125
96,998
33,125
96,998
570,170
660,811
33,125
96,998
Depreciation charge for the period in respect of leased assets
187,248
150,631
2,760
22,360

 

12
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
13
-
0
-
0
10,441
10,441
Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
12
Fixed asset investments (continued)
24
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 July 2022 and 31 December 2023
10,441
Carrying amount
At 31 December 2023
10,441
At 30 June 2022
10,441
13
Subsidiaries

Details of the company's subsidiaries at 31 December 2023 are as follows:

Name of undertaking
Registered
Nature of business
Class of
% Held
office
shares held
Direct
Indirect
Airport Parking Limited
(i)
Dormant
Ordinary
100
0
Associated Parking Limited
(i)
Dormant
Ordinary
100
0
Brit Park Limited
(i)
Car park management
Ordinary
100
0
Britannia Parking Limited
(i)
Dormant
Ordinary
100
0
Britannia Parking Transport Services Limited
(i)
Dormant
Ordinary
100
0
Britannia Parking Services Limited
(i)
Car park management
Ordinary
100
0
Britguard Limited
(i)
Dormant
Ordinary
100
0
Thistle Parking Limited
(i)
Dormant
Ordinary
100
0

The registered offices for the subsidiaries listed above are as follows:

(i) 7th Floor County Gates House, 300 Poole Road, Poole, Dorset, BH12 1AZ

14
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,056,817
423,392
19,464
25,985
Corporation tax recoverable
569,437
364,134
569,437
364,134
Other debtors
1,593,155
1,684,602
1,260,905
491,941
Prepayments and accrued income
2,944,731
2,204,165
5,697,270
5,715,542
6,164,140
4,676,293
7,547,076
6,597,602
Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
25
15
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
17
785,046
1,219,823
379,996
497,321
Obligations under finance leases
18
101,653
283,819
24,800
25,571
Trade creditors
3,651,604
3,647,205
382,036
429,645
Amounts owed to group undertakings
-
0
-
0
6,288,821
3,919,918
Corporation tax payable
1,033,771
561,595
276,648
272,395
Other taxation and social security
392,199
18,129
393
-
Other creditors
54,032
83,244
8,748
12,405
Accruals and deferred income
367,034
437,973
44,209
133,872
6,385,339
6,251,788
7,405,651
5,291,127
16
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
17
573,348
1,143,348
573,348
1,143,348
Obligations under finance leases
18
121,420
128,055
26,572
85,540
694,768
1,271,403
599,920
1,228,888
17
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank loans
953,344
1,523,338
953,344
1,523,338
Bank overdrafts
405,050
839,833
-
0
117,331
1,358,394
2,363,171
953,344
1,640,669
Payable within one year
785,046
1,219,823
379,996
497,321
Payable after one year
573,348
1,143,348
573,348
1,143,348

The bank loans and overdraft is secured by fixed and floating charges in favour of National Westminster Bank plc over all the assets of the group, dated 28 July 2016.

Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
26
18
Finance lease obligations
Group
Company
2023
2022
2023
2022
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
196,501
283,819
24,800
25,571
In two to five years
26,572
128,055
26,572
85,540
223,073
411,874
51,372
111,111

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is three years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

The finance leases are secured on the assets to which they relate.

19
Deferred taxation

Deferred tax assets and liabilities are offset where the group or company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Liabilities
Liabilities
2023
2022
Group
£
£
Accellerated capital allowances
387,079
320,997
Liabilities
Liabilities
2023
2022
Company
£
£
Accellerated capital allowances
38,324
36,618
Group
Company
2023
2023
Movements in the period:
£
£
Liability at 1 July 2022
320,997
36,618
Charge to profit or loss
66,082
1,706
Liability at 31 December 2023
387,079
38,324

The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
27
20
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
230,257
160,785

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

21
Share capital
Group and company
2023
2022
Ordinary share capital
£
£
Issued and fully paid
9,802 Ordinary shares of £1 each
9,802
9,802
546 Ordinary A shares of £1 each
546
546
10,348
10,348

Both classes of ordinary shares have full voting, dividend and capital distribution rights.

22
Reserves
Other reserves

The other reserves represent a non-distributable gain arising on the disposal of an investment, previously held by the group.

Profit and loss reserves

The profit and loss reserves relates to accumulated profits and losses net of dividends.

23
Financial commitments, guarantees and contingent liabilities

A group set-off is held in respect of the company's bank balances.

 

The company has provided a £1m guarantee to a related company the amount and timing of any outflow in relation to the guarantee is uncertain.

Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
28
24
Operating lease commitments
Lessee

The operating lease payments represent rentals payable by the company for certain of its car parks.

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

Group
Company
2023
2022
2023
2022
£
£
£
£
Within one year
1,770,776
1,631,098
284,669
108,263
Between two and five years
6,628,844
4,933,696
474,189
253,906
In over five years
5,913,575
7,975,387
-
-
14,313,195
14,540,181
758,858
362,169
25
Related party transactions
Remuneration of key management personnel

Key management personnel consists solely of the directors, as such the aggregate remuneration of key management personnel is disclosed in note 7.

Transactions with related parties

During the period, the group incurred costs totalling £774 (2022: £1,213) on behalf of 555 Developments Ltd controlled by G Stuart, a director of the group. At the period end, there was no outstanding balance (2022: £nil).

 

During the period, the group incurred costs of £160,400 (2022: £34,013), recharged expenses of £2,000 (2022: £1,800) to, and made sales of £316,422 (2022: £nil) to JAMME Investments Ltd, a company controlled by G Stuart and B Parker. At the period end, included within trade creditors was £nil (2022: £13,200) owed to the connected company and £62,049 (2022: £1,800) owed from the connected company.

 

The group has provided a £1m guarantee for JAMME Investments Ltd.

26
Directors' transactions

Dividends totalling £0 (2022 - £1,802,264) were paid in the period in respect of shares held by the company's directors.

Description
% Rate
Opening balance
Amounts advanced
Closing balance
£
£
£
Director's loan account
-
414,953
752,282
1,167,235
414,953
752,282
1,167,235
Britannia Parking Group Limited
Notes to the financial statements (continued)
For the period ended 31 December 2023
29
27
Controlling party

During the period, the ultimate controlling party was G Stuart.

 

Post year end, on 25 July 2024, Q-Park UK Limited acquired 100% of the share capital of Britannia Parking Group Limited. Following the acquisition, the Company's immediate parent undertaking is Q-Park UK Limited, of Leeds, United Kingdom, LS1 2AD.

 

The Company's ultimate parent undertaking is Q-Park Holding B.V.

 

The Company's controlling party, due to a majority shareholding in the ultimate group is KKR Byzantium Infrastructure Aggregator LP a limited partnership registered in Canada.

28
Cash generated from group operations
2023
2022
£
£
Profit for the period after tax
2,452,849
1,576,064
Adjustments for:
Taxation charged
574,656
367,099
Finance costs
69,937
87,408
Loss on disposal of tangible fixed assets
297,326
103,866
Depreciation and impairment of tangible fixed assets
767,770
562,470
Movements in working capital:
(Increase) in debtors
(530,262)
(1,390,250)
Increase in creditors
278,318
396,765
Cash generated from operations
3,910,594
1,703,422

 

29
Analysis of changes in net debt - group
1 July 2022
Cash flows
New finance leases
31 December 2023
£
£
£
£
Cash at bank and in hand
1,161,716
141,130
-
1,302,846
Bank overdrafts
(839,833)
434,783
-
(405,050)
321,883
575,913
-
897,796
Borrowings excluding overdrafts
(1,523,338)
569,994
-
(953,344)
Obligations under finance leases
(411,874)
350,797
(161,996)
(223,073)
(1,613,329)
1,496,704
(161,996)
(278,621)
2023-12-312022-07-01falseCCH SoftwareCCH Accounts Production 2023.300G StuartB ParkerK OramP SnowdonA BidderA BidderS 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