REGISTERED NUMBER: 13198294 (England and Wales) |
GROUP STRATEGIC REPORT, |
REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
FOR |
036 GROUP COMPANY LIMITED |
REGISTERED NUMBER: 13198294 (England and Wales) |
GROUP STRATEGIC REPORT, |
REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
FOR |
036 GROUP COMPANY LIMITED |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 5 |
Report of the Independent Auditors | 7 |
Consolidated Statement of Comprehensive Income | 11 |
Consolidated Balance Sheet | 12 |
Company Balance Sheet | 13 |
Consolidated Statement of Changes in Equity | 14 |
Company Statement of Changes in Equity | 15 |
Consolidated Cash Flow Statement | 16 |
Notes to the Consolidated Cash Flow Statement | 17 |
Notes to the Consolidated Financial Statements | 19 |
036 GROUP COMPANY LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditor |
30 - 34 North Street |
Hailsham |
East Sussex |
BN27 1DW |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
The directors present their strategic report of the company and the group for the year ended 31 December 2023. |
REVIEW OF BUSINESS |
036 Group Company Limited is a leading group specialising in outdoor living and logistics, while also serving as a shared service center of excellence for its associated companies. |
The statement of comprehensive income is set out on page 9 and shows a profit before tax of £605,472. Consolidated turnover for the period amounted to £48,694,573. |
We are proud to report a solid 6% EBITDA, which reflects our effective cost management and robust operational performance. This achievement highlights our commitment to maintaining financial health and operational efficiency, even in a competitive market. With this strong foundation, we are well-positioned for future growth and profitability, reinforcing our confidence in the strategic direction of the Group. |
We are delighted to report the exceptional growth of one of our key products, which has doubled in turnover while maintaining a strong margin. This remarkable achievement underscores the product's robust market demand and our effective sales strategy. We foresee this product continuing its impressive growth trajectory in the coming years, further solidifying our market position. Additionally, our status as a key customer for the world's leading supplier enhances our ability to meet growing demand and ensure consistent quality. This strong partnership positions us well for sustained success and market leadership. |
The Group's strong gross profit margin highlights our efforts to enhance efficiency. This achievement underscores our successful cost management and process optimisation strategies. The Group and its businesses dedication to refining operations has allowed us to maintain profitability and continue delivering quality services. We are confident that these improvements will support our long-term growth and stability. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The management and execution of the company's strategy are influenced by several key risks. Principal risks and uncertainties include competition from both national and independent retailers, employee retention, product availability, and cost inflation. |
Despite these challenges, the business is well-positioned to adapt and compete effectively. Our strong industry reputation, robust stock holding, and dynamic marketing and incentive strategies provide us with the flexibility to respond to adverse weather and competitive pricing pressures. Employee retention remains a critical focus, and the establishment of our People, Talent Acquisition, and Culture Department has been pivotal in fostering a supportive and engaging workplace environment. |
Our exclusive supply chains with Far East factories and solid relationships within the freight industry ensure quick and reliable product availability at competitive prices. |
With the Group having its own logistics division, this significantly reduces risks for the Group business by ensuring greater control and reliability over the entire supply chain process. By managing logistics in-house, we can mitigate risks associated with third-party providers, such as delays, mismanagement, or lack of accountability. This internal control allows for better handling of inventory, reducing the risk of stockouts or overstock situations that can impact sales and customer satisfaction. Moreover, owning our logistics division provides the flexibility to respond quickly to disruptions, such as transportation strikes, geopolitical issues, or natural disasters, ensuring continuity of operations. It also enhances our ability to safeguard sensitive data and proprietary information, reducing the risk of data breaches. Overall, having our own logistics division creates a more resilient and secure supply chain, protecting the business from external uncertainties and operational risks. |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES |
The company's operations expose it to various financial risks, including price risk, credit risk, liquidity risk, and interest rate cash flow risk. To mitigate the potentially adverse effects of these risks on the company's financial performance, the directors have established comprehensive policies and procedures. |
Price Risk: |
Operating within a competitive market, the company faces price risk from both suppliers and competitors. However, the company effectively manages this risk through strategic supplier agreements, leveraging its operational scale. |
Credit Risk: |
While most of the company's sales are not credit-based, appropriate credit checks are conducted for those that are. Each customer's credit exposure is subject to limits, and overall risk is managed through rigorous credit control procedures and a diverse customer base. |
Liquidity Risk: |
Liquidity risk, the risk of encountering difficulty in meeting financial obligations, is mitigated by the company's substantial cash resources and access to additional bank facilities. |
Brexit: |
The company continuously monitors the impact of Brexit. Despite no sales outside the UK, all employees and suppliers are UK-based or from Far East stock suppliers, ensuring minimal disruption. |
Foreign Exchange Risk: |
Purchasing in US dollars exposes the company to foreign currency risk. To mitigate this, the company utilises forward exchange contracts, ensuring predictable future cash flows. |
STREAMLINED ENERGY AND CARBON REPORTING |
UK energy use kWh | kWh's |
Electricity purchased - total kWh taken from electricity bills | 1,150,354 |
Transport Fuel - a total estimated 40,742 litres | 431,865 |
1,582,219 |
Associated Greenhouse gas emissions tC02e | tCO2e |
Emissions from purchased electricity | 258.8 |
Emissions from combustion of transport fuel | 102.3 |
361.1 |
Intensity ratio |
Sales revenue £1m | 48.7 |
Tonnes CO2e Equivalent | 361.1 |
Tonnes of CO2e per total £1m sales revenue | 7.4 |
Approved conversion factors have been applied to calculate CO2 emissions from kWh usage. |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
FUTURE DEVELOPMENTS |
The company remains committed to its strategic vision of becoming the UK's leading outdoor living Group, supported by its robust logistics division and exciting future developments in products, physical presence in the UK, and strategic investments to support this visionary growth. |
ON BEHALF OF THE BOARD: |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
The directors present their report with the financial statements of the company and the group for the year ended 31 December 2023. |
PRINCIPAL ACTIVITY |
The principal activity of the group in the year under review was that of a holdings company. |
DIVIDENDS |
The dividends paid during the year were as follows: |
£1,344.09 per Ordinary share totalling £1,500,000 and £960 per Ordinary 'A' share totalling £80,640. |
EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report. |
Other changes in directors holding office are as follows: |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
AUDITORS |
The auditors, Watson Associates (Audit Services) Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
036 GROUP COMPANY LIMITED |
Opinion |
We have audited the financial statements of 036 Group Company Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2023 and of the group's 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 group 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 the 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 in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
036 GROUP COMPANY LIMITED |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company 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 Statement of Directors' Responsibilities set out on page five, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the group's and 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 group or the parent company or to cease operations, or have no realistic alternative but to do so. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
036 GROUP COMPANY LIMITED |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
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. |
Audit procedures performed by the engagement team to detect irregularities, including fraud from instances of non-compliance with laws and regulations included: |
- Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud; |
- Reading key correspondence from regulatory bodies; |
- Challenging assumptions and judgements made by management in it's significant accounting estimates that |
involved making assumptions and considering future events that are inherently uncertain. |
- Consideration of recent correspondence with the companies legal advisors to ensure that it aligned with the |
conclusions drawn on obligations recognised in respect of uncertain legal matters; |
- Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations or those posted by unexpected users; and |
- Testing transactions entered into that are outside of the normal course of the Company's business |
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 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 for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
036 GROUP COMPANY LIMITED |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Statutory Auditor |
30 - 34 North Street |
Hailsham |
East Sussex |
BN27 1DW |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Period |
12.2.21 |
Year Ended | to |
31.12.23 | 31.12.22 |
Notes | £ | £ |
TURNOVER | 48,694,573 | - |
Cost of sales | (28,585,752 | ) | - |
GROSS PROFIT | 20,108,821 | - |
Distribution costs | (4,812,120 | ) | - |
Administrative expenses | (14,553,192 | ) | - |
743,509 | - |
Other operating income | 99,487 | - |
OPERATING PROFIT | 5 | 842,996 | - |
Interest receivable and similar income | 9,795 | - |
852,791 | - |
Interest payable and similar expenses | 6 | (247,318 | ) | - |
PROFIT BEFORE TAXATION | 605,473 | - |
Tax on profit | 7 | (139,123 | ) | - |
PROFIT FOR THE FINANCIAL YEAR |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
466,350 |
- |
Profit attributable to: |
Owners of the parent | 466,350 | - |
Total comprehensive income attributable to: |
Owners of the parent | 466,350 | - |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
CONSOLIDATED BALANCE SHEET |
31 DECEMBER 2023 |
2023 | 2022 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 10 | 673,562 | - |
Tangible assets | 11 | 3,503,210 | - |
Investments | 12 | 31,565 | - |
4,208,337 | - |
CURRENT ASSETS |
Stocks | 13 | 12,690,676 | - |
Debtors | 14 | 4,906,956 | 100 |
Cash at bank and in hand | 4,741,333 | - |
22,338,965 | 100 |
CREDITORS |
Amounts falling due within one year | 15 | (11,133,151 | ) | - |
NET CURRENT ASSETS | 11,205,814 | 100 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
15,414,151 |
100 |
CREDITORS |
Amounts falling due after more than one year |
16 |
(1,452,946 |
) |
- |
PROVISIONS FOR LIABILITIES | 19 | (1,256,911 | ) | - |
NET ASSETS | 12,704,294 | 100 |
CAPITAL AND RESERVES |
Called up share capital | 20 | 1,200 | 100 |
Retained earnings | 21 | 12,703,094 | - |
SHAREHOLDERS' FUNDS | 12,704,294 | 100 |
The financial statements were approved by the Board of Directors and authorised for issue on 16 September 2024 and were signed on its behalf by: |
J J Whiteley - Director |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
COMPANY BALANCE SHEET |
31 DECEMBER 2023 |
2023 | 2022 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 10 |
Tangible assets | 11 |
Investments | 12 |
CURRENT ASSETS |
Debtors | 14 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 15 | ( |
) |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 20 |
Retained earnings | 21 |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 1,698,195 | - |
The financial statements were approved by the Board of Directors and authorised for issue on |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Changes in equity |
Issue of share capital | 100 | - | 100 |
Balance at 31 December 2022 | 100 | - | 100 |
Changes in equity |
Issue of share capital | 1,100 | - | 1,100 |
Dividends | - | (1,580,640 | ) | (1,580,640 | ) |
Total comprehensive income | - | 466,350 | 466,350 |
Pre acquisition reserves | - | 13,817,384 | 13,817,384 |
Balance at 31 December 2023 | 1,200 | 12,703,094 | 12,704,294 |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Changes in equity |
Issue of share capital | - |
Balance at 31 December 2022 |
Changes in equity |
Issue of share capital | - |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2023 |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Period |
12.2.21 |
Year Ended | to |
31.12.23 | 31.12.22 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 4,757,502 | (100 | ) |
Interest paid | (247,318 | ) | - |
Tax paid | (725,243 | ) | - |
Movement in other provisions | 46,448 | - |
Net cash from operating activities | 3,831,389 | (100 | ) |
Cash flows from investing activities |
Purchase of intangible fixed assets | (790,331 | ) | - |
Purchase of tangible fixed assets | (507,271 | ) | - |
Purchase of fixed asset investments | (184,265 | ) | - |
Sale of intangible fixed assets | 647,334 | - |
Sale of tangible fixed assets | 5,500 | - |
Sale of fixed asset investments | 183,189 | - |
Cash on acquisition | 6,065,254 | - |
Interest received | 9,795 | - |
Net cash from investing activities | 5,429,205 | - |
Cash flows from financing activities |
Net advance/repayments on trade finance | 210,233 | - |
Loan repayments in year | (2,352,454 | ) | - |
Capital repayments in year | (533,859 | ) | - |
Amount introduced by directors | 608,723 | - |
Amount withdrawn by directors | (871,264 | ) | - |
Share issue | - | 100 |
Equity dividends paid | (1,580,640 | ) | - |
Net cash from financing activities | (4,519,261 | ) | 100 |
Increase in cash and cash equivalents | 4,741,333 | - |
Cash and cash equivalents at beginning of year |
2 |
- |
- |
Cash and cash equivalents at end of year |
2 |
4,741,333 |
- |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
Period |
12.2.21 |
Year Ended | to |
31.12.23 | 31.12.22 |
£ | £ |
Profit before taxation | 605,473 | - |
Depreciation charges | 1,000,731 | - |
Profit on disposal of fixed assets | (135,180 | ) | - |
Finance costs | 247,318 | - |
Finance income | (9,795 | ) | - |
1,708,547 | - |
Decrease in stocks | 4,443,526 | - |
Decrease/(increase) in trade and other debtors | 1,139,599 | (100 | ) |
Decrease in trade and other creditors | (2,534,170 | ) | - |
Cash generated from operations | 4,757,502 | (100 | ) |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Year ended 31 December 2023 |
31.12.23 | 1.1.23 |
£ | £ |
Cash and cash equivalents | 4,741,333 | - |
Period ended 31 December 2022 |
31.12.22 | 12.2.21 |
£ | £ |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
3. | ANALYSIS OF CHANGES IN NET DEBT |
At 1.1.23 | Cash flow | At 31.12.23 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | - | 4,741,333 | 4,741,333 |
- | 4,741,333 | 4,741,333 |
Debt |
Finance leases | - | (1,863,953 | ) | (1,863,953 | ) |
Debts falling due within 1 year | - | (2,319,911 | ) | (2,319,911 | ) |
Debts falling due after 1 year | - | (30,556 | ) | (30,556 | ) |
- | (4,214,420 | ) | (4,214,420 | ) |
Total | - | 526,913 | 526,913 |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
1. | STATUTORY INFORMATION |
036 Group Company Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, unless stated differently below, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Investments in Cryptocurrencies |
Cryptocurrencies are valued at cost less accumulated impairments. The directors consider the market value of each investment at the end of the reporting period for objective evidence of impairment. If objective evidence is found, an impairment loss is recognised in profit or loss. |
Development Costs |
Development costs are being amortised evenly over their estimated useful life of five years. |
Tangible fixed assets |
Short leasehold | - |
Improvements to property | - |
Plant and machinery | - |
Fixtures and fittings | - |
Motor vehicles | - |
Computer equipment | - |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Cost is calculated on a weighted average basis and includes all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition. |
Net realisable value is based on estimated selling price less costs to complete and sell. |
At the end of each reporting period stocks are assessed for impairment. If any stock is impaired, it is reduced to its net realisable value and an impairment charge is recognised in the income statement. Where a reversal of the impairment is required the impairment charge is reversed, up to the original impairment loss, and is recognised as a credit in the income statement. |
Financial instruments |
The company enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from banks and other third parties, and loans to related parties. |
Debt instruments that are payable or receivable within one year, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received; other debt instruments are initially measured at present value of the future payments and subsequently at amortised cost using the effective interest method. |
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in profit or loss. |
Financial assets and liabilities are offset and the net amount reported in the balance sheet only when there is an 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. |
Derivative Financial Instruments |
The company enters into forward currency contract and options to mitigate the exchange risk for certain foreign currency payables. |
The forward currency contracts and options are measured at fair value which is determined using valuation techniques that utilise observable inputs. The key inputs used in valuing the derivatives are the forward exchange rates for GBP:USD. |
The company does not apply hedge accounting in respect of forward contracts or options held to manage cash flow exposure of forecast transactions denominated in foreign currencies. |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
Investments in precious metals |
Investments in precious metals are initially measured at cost. After initial recognition, investments are measured at cost less any accumulated impairments. The directors consider the market value of each investment at the end of the reporting period for objective evidence of impairment. If objective evidence is found, an impairment loss is recognised in profit or loss. |
Investments in Equity instruments |
Investments in equity instruments 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. |
3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
No significant judgements have had to be made by management in preparing these financial statements. |
There were no key assumptions made concerning the future, and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year. |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
4. | EMPLOYEES AND DIRECTORS |
Period |
12.2.21 |
Year Ended | to |
31.12.23 | 31.12.22 |
£ | £ |
Wages and salaries | 4,956,670 | - |
Social security costs | 493,196 | - |
Other pension costs | 110,588 | - |
5,560,454 | - |
The average number of employees during the year was as follows: |
Period |
12.2.21 |
Year Ended | to |
31.12.23 | 31.12.22 |
Directors | 7 | - |
Administration | 51 | - |
Direct | 56 | - |
The average number of employees by undertakings that were proportionately consolidated during the year was NIL (2022 - NIL). |
Period |
12.2.21 |
Year Ended | to |
31.12.23 | 31.12.22 |
£ | £ |
Directors' remuneration | 785,757 | - |
Directors' pension contributions to money purchase schemes | 25,681 | - |
Information regarding the highest paid director for the year ended 31 December 2023 is as follows: |
Year Ended |
31.12.23 |
£ |
Emoluments etc | 438,335 |
Pension contributions to money purchase schemes | 1,321 |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
5. | OPERATING PROFIT |
The operating profit is stated after charging/(crediting): |
Period |
12.2.21 |
Year Ended | to |
31.12.23 | 31.12.22 |
£ | £ |
Hire of plant and machinery | 100,609 | - |
Other operating leases | 1,729,755 | - |
Depreciation - owned assets | 893,777 | - |
Profit on disposal of fixed assets | (135,180 | ) | - |
Development costs amortisation | 107,346 | - |
Auditors' remuneration | 49,601 | - |
Foreign exchange differences | (171,316 | ) | - |
6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
Period |
12.2.21 |
Year Ended | to |
31.12.23 | 31.12.22 |
£ | £ |
Bank interest | 247,318 | - |
7. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
Period |
12.2.21 |
Year Ended | to |
31.12.23 | 31.12.22 |
£ | £ |
Current tax: |
UK corporation tax | 85,131 | - |
Deferred tax | 53,992 | - |
Tax on profit | 139,123 | - |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
7. | TAXATION - continued |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
Year Ended |
31.12.23 |
£ |
Profit before tax | 605,473 |
Profit multiplied by the standard rate of corporation tax in the UK of 23.521 % |
142,413 |
Effects of: |
Expenses not deductible for tax purposes | 19,617 |
Depreciation in excess of capital allowances | 227,809 |
Utilisation of tax losses | (296,749 | ) |
Deferred Tax expense relating to the origination and reversal of timing differences | 53,992 |
Profit on disposal of assets | (7,959 | ) |
Total tax charge | 139,123 |
8. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Statement of Comprehensive Income of the parent company is not presented as part of these financial statements. |
9. | DIVIDENDS |
Period |
12.2.21 |
Year Ended | to |
31.12.23 | 31.12.22 |
£ | £ |
Ordinary shares of £1 each |
Final | 1,580,640 | - |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
10. | INTANGIBLE FIXED ASSETS |
Group |
Investments |
in | Development |
cryptocurrency | costs | Totals |
£ | £ | £ |
COST |
Additions | 609,811 | 713,740 | 1,323,551 |
Disposals | (455,143 | ) | (87,500 | ) | (542,643 | ) |
At 31 December 2023 | 154,668 | 626,240 | 780,908 |
AMORTISATION |
Amortisation for year | - | 107,346 | 107,346 |
At 31 December 2023 | - | 107,346 | 107,346 |
NET BOOK VALUE |
At 31 December 2023 | 154,668 | 518,894 | 673,562 |
11. | TANGIBLE FIXED ASSETS |
Group |
Improvements |
Short | to | Plant and |
leasehold | property | machinery |
£ | £ | £ |
COST |
Additions | 119,392 | 979,985 | 2,953,537 |
Disposals | - | (5,500 | ) | - |
At 31 December 2023 | 119,392 | 974,485 | 2,953,537 |
DEPRECIATION |
Charge for year | 16,424 | 264,362 | 492,893 |
Eliminated on disposal | - | (392 | ) | - |
At 31 December 2023 | 16,424 | 263,970 | 492,893 |
NET BOOK VALUE |
At 31 December 2023 | 102,968 | 710,515 | 2,460,644 |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
11. | TANGIBLE FIXED ASSETS - continued |
Group |
Fixtures |
and | Motor | Computer |
fittings | vehicles | equipment | Totals |
£ | £ | £ | £ |
COST |
Additions | 11,864 | 228,380 | 108,937 | 4,402,095 |
Disposals | - | - | - | (5,500 | ) |
At 31 December 2023 | 11,864 | 228,380 | 108,937 | 4,396,595 |
DEPRECIATION |
Charge for year | 5,752 | 65,035 | 49,311 | 893,777 |
Eliminated on disposal | - | - | - | (392 | ) |
At 31 December 2023 | 5,752 | 65,035 | 49,311 | 893,385 |
NET BOOK VALUE |
At 31 December 2023 | 6,112 | 163,345 | 59,626 | 3,503,210 |
12. | FIXED ASSET INVESTMENTS |
Group |
Unlisted |
investments |
£ |
COST |
Additions | 184,265 |
Disposals | (152,700 | ) |
At 31 December 2023 | 31,565 |
NET BOOK VALUE |
At 31 December 2023 | 31,565 |
Company |
Shares in |
group |
undertaking |
£ |
COST |
Additions |
At 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
12. | FIXED ASSET INVESTMENTS - continued |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Registered office: Unit 8 Capitol Industrial Estate, Fulmar Way, Wickford, Essex, SS11 8YW |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Unit 8 Capitol Industrial Estate, Fulmar Way, Wickford, Essex, SS11 8YW |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Unit 8 Capitol Industrial Estate, Fulmar Way, Wickford, Essex, SS11 8YW |
Nature of business: |
% |
Class of shares: | holding |
13. | STOCKS |
Group |
2023 | 2022 |
£ | £ |
Stocks | 12,690,676 | - |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Trade debtors | 882,288 | - |
Amounts owed by group undertakings | - | - |
Other debtors | 2,066,676 | 100 |
Directors' current accounts | 83,318 | - | - | - |
VAT | 1,101,120 | - | 399,209 | - |
Called up share capital not paid | 100 | - |
Prepayments | 773,454 | - |
4,906,956 | 100 |
15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Bank loans and overdrafts (see note 17) | 2,319,911 | - |
Hire purchase contracts (see note 18) | 441,563 | - |
Trade creditors | 5,613,270 | - |
Amounts owed to group undertakings | - | - |
Tax | 221,925 | - |
Social security and other taxes | 142,400 | - |
VAT | 1,406,145 | - | - | - |
Other creditors | (54,763 | ) | - |
Derivative liability | (6,188 | ) | - | - | - |
Directors' current accounts | 86,517 | - | - | - |
Accruals and deferred income | 962,371 | - |
11,133,151 | - |
16. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group |
2023 | 2022 |
£ | £ |
Bank loans (see note 17) | 30,556 | - |
Hire purchase contracts (see note 18) | 1,422,390 | - |
1,452,946 | - |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
17. | LOANS |
An analysis of the maturity of loans is given below: |
Group |
2023 | 2022 |
£ | £ |
Amounts falling due within one year or on | demand: |
Bank loans | 2,319,911 | - |
Amounts falling due between one and two | years: |
Bank loans - 1-2 years | 20,712 | - |
Amounts falling due between two and five | years: |
Bank loans - 2-5 years | 9,844 | - |
18. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Hire purchase contracts |
2023 | 2022 |
£ | £ |
Net obligations repayable: |
Within one year | 441,563 | - |
Between one and five years | 1,422,390 | - |
1,863,953 | - |
19. | PROVISIONS FOR LIABILITIES |
Group |
2023 | 2022 |
£ | £ |
Deferred tax | 1,016,314 | - |
Other provisions | 240,597 | - |
Aggregate amounts | 1,256,911 | - |
036 GROUP COMPANY LIMITED (REGISTERED NUMBER: 13198294) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
19. | PROVISIONS FOR LIABILITIES - continued |
Group |
Deferred | Other |
tax | provisions |
£ | £ |
Provided during year | 1,016,314 | 240,597 |
Balance at 31 December 2023 | 1,016,314 | 240,597 |
20. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | £1 | 1,116 | 100 |
Ordinary A | £1 | 84 | - |
1,200 | 100 |
21. | RESERVES |
Group |
Retained |
earnings |
£ |
Profit for the year | 466,350 |
Dividends | (1,580,640 | ) |
Pre acquisition reserves | 13,817,384 |
At 31 December 2023 | 12,703,094 |
Company |
Retained |
earnings |
£ |
Profit for the year |
Dividends | ( |
) |
At 31 December 2023 |
22. | POST BALANCE SHEET EVENTS |
On 8th January 2024, 036 Group Company Limited purchased the entire share capital of The Riverside Garden Centre Limited. |