Company registration number 10729303 (England and Wales)
COTSWOLD COLLECTIONS GROUP LIMITED
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 28 JANUARY 2024
PAGES FOR FILING WITH REGISTRAR
COTSWOLD COLLECTIONS GROUP LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 7
COTSWOLD COLLECTIONS GROUP LIMITED
BALANCE SHEET
AS AT
28 JANUARY 2024
28 January 2024
- 1 -
28 January 2024
29 January 2023
Notes
£
£
£
£
Fixed assets
Investments
4
6,196,338
6,196,338
Current assets
Debtors
6
70,728
3,385
Cash at bank and in hand
4,592
5,081
75,320
8,466
Creditors: amounts falling due within one year
7
(4,183,061)
(3,571,793)
Net current liabilities
(4,107,741)
(3,563,327)
Total assets less current liabilities
2,088,597
2,633,011
Creditors: amounts falling due after more than one year
8
(425,000)
Net assets
2,088,597
2,208,011
Capital and reserves
Called up share capital
49,839
49,839
Share premium account
1,334,044
1,334,044
Profit and loss reserves
704,714
824,128
Total equity
2,088,597
2,208,011
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 29 August 2024 and are signed on its behalf by:
Mr T Brown
Director
Company Registration No. 10729303
COTSWOLD COLLECTIONS GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 28 JANUARY 2024
- 2 -
1
Accounting policies
Company information
Cotswold Collections Group Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 3, Centrum Park, Tewkesbury Road, Cheltenham, Gloucestershire, United Kingdom, GL51 9FD.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
1.4
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.5
Cash at bank and in hand
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.
COTSWOLD COLLECTIONS GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 JANUARY 2024
1
Accounting policies
(Continued)
- 3 -
1.6
Financial instruments
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
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.
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 company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.7
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.8
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 year. 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
COTSWOLD COLLECTIONS GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 JANUARY 2024
1
Accounting policies
(Continued)
- 4 -
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. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. 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.
1.9
Provisions
Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
1.10
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.
1.11
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.12
Share-based payments
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using an appropriate basis. Where appropriate, the fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.
COTSWOLD COLLECTIONS GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 JANUARY 2024
- 5 -
2
Judgements and key sources of estimation uncertainty
In the application of the company’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.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Fair value of investments
The company conducts impairment reviews of investments in subsidiaries whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable or tests for impairment annually in accordance with the relevant accounting standards. Determining whether an asset is impaired requires an estimation of the recoverable amount which requires the company to estimate the value in use which is based on future cash flows and a suitable discount factor in order to calculate the present value. Where the actual cash flows are less than expected, an impairment loss may arise. After reviewing the business environment and the company's strategies and past performance of its cash generating units, management concluded that there was no impairment of investments in subsidiaries at the current year end.
3
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2024
2023
Number
Number
Total
3
3
4
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
6,196,338
6,196,338
There have been no movements in the period in the company's shares in group undertakings and participating interests.
Fixed asset investments are pledged as security for the bank facilities and other loans under a fixed and floating charge.
Fixed asset investments are also pledged as security for bank and other loans by way of a cross guarantee under a fixed and floating charge.
COTSWOLD COLLECTIONS GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 JANUARY 2024
- 6 -
5
Subsidiaries
Details of the company's subsidiaries at 28 January 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Cotswold Collections Limited
Unit 3, Centrum Park, Tewkesbury Road, Cheltenham, Gloucestershire, United Kingdom, GL51 9FD
Ordinary
100.00
-
2C Fashion Ltd
Unit 3, Centrum Park, Tewkesbury Road, Cheltenham, Gloucestershire, United Kingdom, GL51 9FD
Ordinary
-
100.00
6
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
3,322
3,322
Corporation tax recoverable
67,406
Other debtors
63
70,728
3,385
All debtor balances are pledged as security for the bank facilities and other loans under a fixed and floating charge.
All debtor balances are also pledged as security for bank and other loans by way of a cross guarantee under a fixed and floating charge.
7
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans
675,000
750,000
Amounts owed to group undertakings
3,257,511
2,636,455
Taxation and social security
3,819
2,400
Other creditors
246,731
182,938
4,183,061
3,571,793
Amounts owed to group undertakings are unsecured, interest free and have no fixed date of repayment and are repayable on demand.
8
Creditors: amounts falling due after more than one year
2024
2023
£
£
Bank loans and overdrafts
425,000
COTSWOLD COLLECTIONS GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 28 JANUARY 2024
- 7 -
9
Share-based payment transactions
Number of share options
Weighted average exercise price
2024
2023
2024
2023
Number
Number
£
£
Outstanding at 30 January 2023 and 28 January 2024
748
748
1.00
1.00
Exercisable at 28 January 2024
The options are dependent on certain future events.
10
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Senior Statutory Auditor:
Claire Clift
Statutory Auditor:
Azets Audit Services
11
Financial commitments, guarantees and contingent liabilities
As at 28 January 2024 the company was subject to cross guarantees on facilities provided to its subsidiary company. The maximum amount due at this date by the company in respect of these guarantees was £175,085 (2023: £250,000).
As at 28 January 2024 the company had no other commitments, guarantees or contingencies (2023: £Nil).
12
Related party transactions
The company has taken advantage of exemption, under the term 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.