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Registered number: 05283276









Continental Textiles (Holdings) Limited









Annual Report and Financial Statements

For the year ended 31 December 2023

 
Continental Textiles (Holdings) Limited
 
 
Company Information


Directors
A D Crewe 
J P Crewe 
J A Crewe 
P F Crewe 
L Ellis 




Registered number
05283276



Registered office
3 Avocado Court
Commerce Way

Trafford Park

Manchester

M17 1HW




Independent auditors
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors

3 Exchange Square

Railway Road

Stockport

Cheshire

SK1 3GG





 
Continental Textiles (Holdings) Limited
 

Contents



Page
Strategic Report
 
1
Directors' Report
 
2 - 3
Independent Auditors' Report
 
4 - 7
Statement of Income and Retained Earnings
 
8
Balance Sheet
 
9
Statement of Changes in Equity
 
10
Notes to the Financial Statements
 
11 - 14


 
Continental Textiles (Holdings) Limited
 
 
Strategic report
For the year ended 31 December 2023

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

Business review
 
The nature of the company’s operation and principal activity is that of an intermediate holding company. The principal activity of its trading subsidiary is importing garments, accessories and footwear under company and customer’s brands.
The financial position and performance of the company's subsidiary does not, in the view of the directors, give rise to any
impairment of investments in subsidiary undertakings.
The company's net assets at 31 December 2023 are £3,351,804 (2022: £3,351,804).

Principal risks and uncertainties
 
The principal risk and uncertainty facing the company is the financial performance of its subsidiary undertakings.
The underlying financial performance of the company's subsidiary undertakings supports the valuation of investments in
the company balance sheet.

Key performance indicators
 
The company has not traded during the year as it is an intermediate holding company, therefore the directors do not monitor or the results and performance of the company using key performance indicators. Since the company does not trade, the company does not have any financial risk management policies.


This report was approved by the board and signed on its behalf.



J A Crewe
Director

Date: 12 September 2024

Page 1

 
Continental Textiles (Holdings) Limited
 
 
 
Directors' report
For the year ended 31 December 2023

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

Directors' responsibilities statement

The directors are responsible for preparing the Strategic report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), 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 for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

state whether applicable UK 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Results and dividends

The profit for the year, after taxation, amounted to £600,000 (2022 - £1,097,500).

Directors

The directors who served during the year were:

A D Crewe 
J P Crewe 
J A Crewe 
P F Crewe 
L Ellis 

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Page 2

 
Continental Textiles (Holdings) Limited
 
 
 
Directors' report (continued)
For the year ended 31 December 2023

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditors

The auditorsHurst Accountants Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





J A Crewe
Director

Date: 12 September 2024

Page 3

 
Continental Textiles (Holdings) Limited
 
 
 
Independent Auditors' Report to the Members of Continental Textiles (Holdings) Limited
 

Opinion


We have audited the financial statements of Continental Textiles (Holdings) Limited (the 'Company') for the year ended 31 December 2023, which comprise the Statement of income and retained earnings, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe 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 profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


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 other information comprises the information included in the Annual Report other than the financial statements and  our Auditors' report thereon.  The directors are responsible for the other information contained within the Annual Report.  Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated.  If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves.  If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Page 4

 
Continental Textiles (Holdings) Limited
 
 
 
Independent Auditors' Report to the Members of Continental Textiles (Holdings) Limited (continued)


Opinion 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 Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 2, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Page 5

 
Continental Textiles (Holdings) Limited
 
 
 
Independent Auditors' Report to the Members of Continental Textiles (Holdings) Limited (continued)


Auditors' responsibilities for the audit of the financial statements
 

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


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

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and
then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and
appropriate to provide a basis for our opinion.
Identifying and assessing potential risks related to irregularities
In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non compliance with laws and regulations, we considered the following:
 
The nature of the industry and sector in which the company operates; the control environment and business performance including key drivers for directors' remuneration, bonus levels and performance targets.
The outcome of enquiries of management, including whether management was aware of any instances of non-compliance with laws and regulations, and whether management had knowledge of any actual, suspected, or alleged fraud. 
Supporting documentation relating to the Company's policies and procedures for:
°Identifying, evaluating, and complying with laws and regulations
°Detecting and responding to the risks of fraud
The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations.
The outcome of discussions amongst the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.
The legal and regulatory framework in which the Company operates, particularly those laws and regulations which have a direct effect on the financial statements, such as the Companies Act 2006, pensions and tax legislation, or which had a fundamental effect on the operations of the Company, including General Data Protection requirements, and Anti-bribery and Corruption.

Audit response to risks identified
Our procedures to respond to the risks identified included the following:
 
Reviewing the financial statements disclosures and testing to supporting documentation to assess compliance with the provisions of those relevant laws and regulations which have a direct effect on the financial statements.
Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud.
Evaluation and testing of the operating effectiveness of management’s controls designed to prevent and detect irregularities.
Enquiring of management about any actual and potential litigation and claims.
Performing analytical procedures to identify any unusual or unexpected relationships which may indicate risks of material misstatement due to fraud.

Page 6

 
Continental Textiles (Holdings) Limited
 
 
 
Independent Auditors' Report to the Members of Continental Textiles (Holdings) Limited (continued)


We have also considered the risk of fraud through management override of controls by:
 
Testing the appropriateness of journal entries and other adjustments to identify accounting transactions which may pose a heightened risk of material misstatement, whether due to fraud or error.
Challenging assumptions made by management in their significant accounting estimates, and assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and
Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
There are inherent limitations in the audit procedures described above, and the further removed non-compliance with laws and regulations are from the events and transactions reflected in the financial statements, the less likely we would become aware of them.  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 for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.


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 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Tim Potter (Senior Statutory Auditor)
for and on behalf of
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors
3 Exchange Square
Railway Road
Stockport
Cheshire
SK1 3GG

12 September 2024
Page 7

 
Continental Textiles (Holdings) Limited
 
 
Statement of income and retained earnings
For the year ended 31 December 2023

2023
2022
Note
£
£

  

Income from shares in group undertakings
  
600,000
1,097,500

Profit before tax
  
600,000
1,097,500

Profit after tax
  
600,000
1,097,500

  

  

Retained earnings at the beginning of the year
  
3,350,804
3,350,804

Profit for the year
 6 
600,000
1,097,500

Dividends declared and paid
  
(600,000)
(1,097,500)

Retained earnings at the end of the year
  
3,350,804
3,350,804
There were no recognised gains and losses for 2023 or 2022 other than those included in the statement of income and retained earnings.

The notes on pages 11 to 14 form part of these financial statements.

Page 8

 
Continental Textiles (Holdings) Limited
Registered number: 05283276

Balance sheet
As at 31 December 2023

2023
2022
Note
£
£

Fixed assets
  

Investments
 7 
5,000,000
5,000,000

Current assets
  

Debtors: amounts falling due within one year
 8 
1,000
1,000

Creditors: amounts falling due within one year
 9 
(1,649,196)
(1,649,196)

Net current liabilities
  
 
 
(1,648,196)
 
 
(1,648,196)

Total assets less current liabilities
  
3,351,804
3,351,804

  

Net assets
  
3,351,804
3,351,804


Capital and reserves
  

Called up share capital 
 10 
970
970

Capital redemption reserve
 11 
30
30

Profit and loss account
 11 
3,350,804
3,350,804

  
3,351,804
3,351,804


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




J A Crewe
Director

Date: 12 September 2024

The notes on pages 11 to 14 form part of these financial statements.

Page 9

 
Continental Textiles (Holdings) Limited
 

Statement of changes in equity
For the year ended 31 December 2023


Called up share capital
Capital redemption reserve
Profit and loss account
Total equity

£
£
£
£


At 1 January 2022
970
30
3,350,804
3,351,804


Comprehensive income for the year

Profit for the year
-
-
1,097,500
1,097,500


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(1,097,500)
(1,097,500)



At 1 January 2023
970
30
3,350,804
3,351,804


Comprehensive income for the year

Profit for the year
-
-
600,000
600,000


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(600,000)
(600,000)


At 31 December 2023
970
30
3,350,804
3,351,804


The notes on pages 11 to 14 form part of these financial statements.

Page 10

 
Continental Textiles (Holdings) Limited
 
 
 
Notes to the financial statements
For the year ended 31 December 2023

1.


General information

Continental Textiles (Holdings) Limited is a private company limited by share capital and incorporated in England. The company registration number is 05283276.  The address of the registered office and principal place of business is 3 Avocado Court, Commerce Way, Trafford Park, Manchester, M17 1HW.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Continental Textiles (Group) Limited as at 31 December 2023 and these financial statements may be obtained from Registrar of Companies.

 
2.3

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

 
2.4

Going concern

At 31 December 2023, the company had net current liabilities of £1,648,196 (2022: £1,648,196). The company has received assurances from other group companies that loans of £1,648,196 will not be recalled to an extent that would prevent the company being able to pay its debts as they fall due.
Management have therefore prepared the accounts on a going concern basis.

 
2.5

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 11

 
Continental Textiles (Holdings) Limited
 
 
 
Notes to the financial statements
For the year ended 31 December 2023

2.Accounting policies (continued)

 
2.6

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.7

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.8

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make significant judgements and estimates that
affect amounts recognised for assets and liabilities at the reporting date and the amounts of revenue and expenses
incurred during the reporting period. Actual outcomes may differ from the judgements, estimates and assumptions.
The directors believe that judgements, estimates and assumptions do not have significant risk of causing a material  difference to the carrying amounts of the assets and liabilities within the next financial year.


4.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


2023
2022
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
750
750

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.


5.


Employees




The Company has no employees other than the directors, who did not receive any remuneration (2022 - £NIL).

Page 12

 
Continental Textiles (Holdings) Limited
 
 
 
Notes to the financial statements
For the year ended 31 December 2023

6.


Dividends

2023
2022
£
£


Dividends paid
600,000
1,097,500


7.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
5,000,000



At 31 December 2023
5,000,000





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Sprint Group Limited
3 Avocado Court, Commerce Way, Trafford Park, Manchester, M17 1HW
Ordinary
100%
Continental Textiles (Manchester) Limited
3 Avocado Court, Commerce Way, Trafford Park, Manchester, M17 1HW
Ordinary
100%


8.


Debtors

2023
2022
£
£


Called up share capital not paid
1,000
1,000


Page 13

 
Continental Textiles (Holdings) Limited
 
 
 
Notes to the financial statements
For the year ended 31 December 2023

9.


Creditors: Amounts falling due within one year

2023
2022
£
£

Amounts owed to group undertakings
1,649,196
1,649,196



10.


Share capital

2023
2022
£
£
Allotted, called up and partly paid



150 (2022 - 150) A Ordinary shares of £1.00 each
150
150
450 (2022 - 450) B  Ordinary shares of £1.00 each
450
450
70 (2022 - 70) C Ordinary shares of £1.00 each
70
70
150 (2022 - 150) D Ordinary shares of £1.00 each
150
150
150 (2022 - 150) E Ordinary shares of £1.00 each
150
150

970

970

All shares rank pari passu.



11.


Reserves

Capital redemption reserve

The capital redemption reserve records the nominal value of shares repurchased by the company.

Profit and loss account

Profit and loss account includes all current and prior period profits and losses.


12.


Controlling party

The company is wholly owned subsidary of Continental Textiles (Group) Limited, the ultimate controlling party. Both entities are registered in England and Wales and registered address is 3 Avocado Court, Commerce Way, Trafford Park, Manchester, M17 1HW.
The company's results are consolidated into the results of that of its ultimatre parent, Continental Textiles (Group) Limited, registered number 08603972. This is the smallest and largest group within which consolidated financial statements are prepared. Consolidated financial statements can be obtained from the Registrar of Companies.

 
Page 14