Company registration number 06534756 (England and Wales)
GIRI HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
GIRI HOLDINGS LIMITED
COMPANY INFORMATION
Directors
S D Crabtree
M B Rouse
Secretary
F Crabtree
Company number
06534756
Registered office
Fourth Floor
Unit 5B, The Parklands
Bolton
BL6 4SD
Auditor
Sumer Auditco Limited
The Beehive
City Place
Gatwick
RH6 0PA
GIRI HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 31
GIRI HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

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

Review of the business

The corporate group includes 2 companies.

 

Giri Holdings Limited is the parent company to Didax, Incorporated (“Didax”). Didax, is a wholly owned trading subsidiary, operating in the United States of America. Didax has for over 45 years, specialised in helping educators to address individual learning styles and diverse student needs. Specifically, Didax is a supplementary publisher and distributor of materials for K-12 educators primarily in the United States in the areas of maths, literacy, and character education. Didax publishes a wide variety of books, games and hands on manipulators, to provide teachers with classroom-tested materials to support their instruction.

 

There have not been any significant changes to the group's principal activities during the year under review. The directors are not aware, at the date of this report, of any likely changes to the principal activities in the next year.

 

The financial performance of the group in 2023 is as expected, with group turnover for the year of £18m (2022: £26m). Turnover for 2022 was exceptionally higher due to increased demand post the Covid-19 global pandemic, when there was increased demand for the groups educational learning materials from both educators and home learners. Turnover for 2023 was expected to reduce, however the directors are satisfied with the comparable growth achieved from 2021. Other factors include a change in business terms with certain customers.

 

The directors continue to focus on both turnover growth and maintaining profitability levels and are confident that growth will be achieved from continually seeking to increase market share, maintaining existing customers and securing new opportunities with new customers.

 

The reported group gross profit margin has remained consistent at 57.4% (2022: 57.5%).

 

The decrease in administrative costs principally relates to a reduction in wages and royalties, which are directly related to the reduced turnover and demand for the educational materials supplied by Didax in the United States.

 

Due to effective management of costs despite challenging economic pressures, the directors are pleased that the group has reported a profit before tax of £2.85m (2022: £5.26m).

 

During the year, the group commenced the planned investment in new warehousing space and systems to facilitate strategic growth and to address customer demand. This investment will benefit future years.

 

The group’s net asset position is extremely strong at £10.3m (2022: £9.1m). The directors are of the opinion that this places the group in a good financial position and are confident that they will continue to build on the group’s resources to further strengthen this position.

 

Principal risks and uncertainties

The group uses various financial instruments including bank loans plus various other items, such as debtors and creditors that arise directly from its operations. The main purpose of these financial instruments is to raise finance for the group’s operations.

 

The existence of these financial instruments exposes the group to a number of financial risks, which are described in more detail below. The directors review and agree policies for managing these risks. These policies have remained unchanged from previous years.

 

Liquidity risk

The group seeks to manage financial risk by ensuring liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably.

 

Interest rate risk

The group finances its operations through a combination of retained profits and bank loans. The group exposure to interest rate fluctuations on its borrowings is managed by the use of both fixed and floating facilities.

GIRI HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Foreign currency risk

The group principal foreign currency exposures arose from trading with overseas companies. Group policy permits but does not demand that these exposures may be hedged in order to fix the cost in a specific currency.

 

Credit risk

The principal credit risk arises from the group's trade debtors.

 

All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.

Development and performance

The directors will continue to monitor profit margins, cost control and sales growth in the forthcoming year. The group's growth strategy is based around strong customer partnership and continued development of sustainable products.

Key performance indicators

The group reviews and monitors its performance against a number of key performance indicators both financial and non-financial. The principal measures include revenue growth, maintaining service levels, improvement of gross margins, profit before tax (“PBT”). These are reviewed by the management team and reported to the board on a monthly basis.

 

The directors have and will continue to monitor all of the KPI’s and daily operating controls and maintain a strong focus on increasing performance in all aspects of the business.

 

The main KPI’s and corresponding results are as follows:

 

 

2023

2022

Turnover growth

(29.3%)

80.2%

Gross profit %

57.4%

57.5%

Profit before tax

£2.8m

£5.3m

Net current assets

£9.6m

£8.8m

Net assets

£10.3m

£9.1m

 

 

The growth in turnover in 2022 was exceptional and reflected a significant boost in trade post Covid-19. Turnover for 2023 has been acheived under "normal" trading conditions and reflects a satisfactory increased when compared to the comparable year of 2021.

Gross profit margin has remained consistent as the directors continue to strongly manage costs and increases are passed on to customers in a timely manner by negotiated sales price changes.

 

The fall in PBT is a direct result of decreased sales offset by the effective monitoring and control of costs.

 

The increase in net current assets, highlights the group's increased liquidity which has been achieved during the year by the retention of profits within the group and improved working capital management.

 

The increase in the total net assets position illustrates the group's improved and strengthened financial stability.

GIRI HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -

On behalf of the board

S D Crabtree
Director
25 September 2024
GIRI HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -

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

Principal activities

The principal activity of the group continues to be the provision of educational materials.

Results and dividends

The results for the year are set out on page 9.

Ordinary dividends were paid amounting to £430,000. The directors do not recommend payment of a further dividend.

Directors

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

S D Crabtree
M B Rouse
Future developments

The directors will continue to develop the main trading subsidiary as a market leader in the provision of educational learning materials, providing to both educators and home learners, whilst expanding the existing customer base and seeking new opportunities.

 

To facilitate the planned strategic growth and to address customer demand, investment in both new warehousing space and systems commenced in 2023. This continues into 2024.

 

The group has sufficient financial resources in place to execute its strategy and continue to develop for the future.

Auditor

Sumer Auditco Limited were appointed as auditor to the company and are deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of directors' responsibilities

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.

GIRI HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
Statement of disclosure to auditor

Each director in office at the date of approval of this annual report confirms that:

 

This conformation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
S D Crabtree
Director
25 September 2024
GIRI HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF GIRI HOLDINGS LIMITED
- 6 -
Opinion

We have audited the financial statements of Giri Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year 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 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 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.

Opinions on other matters prescribed by the Companies Act 2006

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

GIRI HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GIRI HOLDINGS LIMITED
- 7 -
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 extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussions with the director (as required by auditing standards) and discussed with the director the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.

 

Firstly, the group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

 

Secondly, the group is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: laws related to health and safety, employment and data protection.

GIRI HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GIRI HOLDINGS LIMITED
- 8 -

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.

 

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

We design procedures in line with our responsibilities, outlined below to detect material misstatement due to fraud:

 

 

 

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 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 an auditor's 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.

Caroline Snape (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited
25 September 2024
Statutory Auditor
The Beehive
City Place
Gatwick
RH6 0PA
GIRI HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 9 -
2023
2022
Notes
£
£
Turnover
3
18,289,723
25,885,612
Cost of sales
(7,794,329)
(11,012,321)
Gross profit
10,495,394
14,873,291
Administrative expenses
(7,682,938)
(9,619,779)
Other operating income
44,910
23,736
Operating profit
4
2,857,366
5,277,248
Interest receivable and similar income
6
6,407
14,117
Interest payable and similar expenses
7
(9,752)
(32,641)
Profit before taxation
2,854,021
5,258,724
Tax on profit
8
(691,220)
(1,317,083)
Profit for the financial year
2,162,801
3,941,641
Other comprehensive income
Currency translation (loss)/gain taken to retained earnings
(546,563)
544,527
Total comprehensive income for the year
1,616,238
4,486,168
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
GIRI HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 10 -
2023
2022
Notes
£
£
£
£
Fixed assets
Intangible assets
10
19,422
9,087
Tangible assets
11
1,040,252
709,409
1,059,674
718,496
Current assets
Stocks
14
6,190,588
5,408,494
Debtors
15
2,387,531
3,079,898
Cash at bank and in hand
3,250,123
4,245,624
11,828,242
12,734,016
Creditors: amounts falling due within one year
16
(2,266,120)
(3,952,158)
Net current assets
9,562,122
8,781,858
Total assets less current liabilities
10,621,796
9,500,354
Creditors: amounts falling due after more than one year
17
(336,186)
(400,982)
Net assets
10,285,610
9,099,372
Capital and reserves
Called up share capital
21
100
100
Profit and loss reserves
10,285,510
9,099,272
Total equity
10,285,610
9,099,372

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 25 September 2024 and are signed on its behalf by:
25 September 2024
S D Crabtree
Director
Company registration number 06534756 (England and Wales)
GIRI HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 11 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
11
-
0
208
Investments
12
1
1
1
209
Current assets
Debtors
15
2,176,787
1,851,200
Cash at bank and in hand
2,280
30,274
2,179,067
1,881,474
Creditors: amounts falling due within one year
16
(239,623)
(212,059)
Net current assets
1,939,444
1,669,415
Net assets
1,939,445
1,669,624
Capital and reserves
Called up share capital
21
100
100
Profit and loss reserves
1,939,345
1,669,524
Total equity
1,939,445
1,669,624

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 year was £699,821 (2022 - £880,515 profit).

The financial statements were approved by the board of directors and authorised for issue on 25 September 2024 and are signed on its behalf by:
25 September 2024
S D Crabtree
Director
Company registration number 06534756 (England and Wales)
GIRI HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2022
100
5,267,104
5,267,204
Year ended 31 December 2022:
Profit for the year
-
3,941,641
3,941,641
Other comprehensive income:
Currency translation differences
-
544,527
544,527
Total comprehensive income
-
4,486,168
4,486,168
Dividends
9
-
(654,000)
(654,000)
Balance at 31 December 2022
100
9,099,272
9,099,372
Year ended 31 December 2023:
Profit for the year
-
2,162,801
2,162,801
Other comprehensive income:
Currency translation differences
-
(546,563)
(546,563)
Total comprehensive income
-
1,616,238
1,616,238
Dividends
9
-
(430,000)
(430,000)
Balance at 31 December 2023
100
10,285,510
10,285,610
GIRI HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2022
100
1,443,009
1,443,109
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
880,515
880,515
Dividends
9
-
(654,000)
(654,000)
Balance at 31 December 2022
100
1,669,524
1,669,624
Year ended 31 December 2023:
Profit and total comprehensive income
-
699,821
699,821
Dividends
9
-
(430,000)
(430,000)
Balance at 31 December 2023
100
1,939,345
1,939,445
GIRI HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 14 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
1,710,410
5,124,967
Interest paid
(9,752)
(32,641)
Income taxes paid
(637,656)
(1,329,028)
Net cash inflow from operating activities
1,063,002
3,763,298
Investing activities
Purchase of intangible assets
(19,726)
(5,746)
Purchase of tangible fixed assets
(465,247)
(354,900)
Proceeds from disposal of tangible fixed assets
9,436
-
Repayment of directors loan accounts
-
226,273
Advances on directors loan accounts
(573,496)
Interest received
6,407
14,117
Net cash used in investing activities
(1,042,626)
(120,256)
Financing activities
Repayment of bank loans
(39,314)
(5,746)
Dividends paid to equity shareholders
(430,000)
(654,000)
Net cash used in financing activities
(469,314)
(659,746)
Net (decrease)/increase in cash and cash equivalents
(448,938)
2,983,296
Cash and cash equivalents at beginning of year
4,245,624
717,801
Effect of foreign exchange rates
(546,563)
544,527
Cash and cash equivalents at end of year
3,250,123
4,245,624
GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
1
Accounting policies
Company information

Giri Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Fourth Floor, Unit 5B, The Parklands, Bolton, BL6 4SD.

 

The group consists of Giri Holdings 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. 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
Business combinations

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.

GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -
1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Giri Holdings Limited together with all 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.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.4
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.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.5
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.6
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation 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:

Website
Straight line over 3 years
1.7
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.

GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -

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:

Freehold buildings
2.50% p.a. straight line basis
Freehold building improvements
2.50% p.a. - 6.67% p.a. straight line basis
Land
Not depreciated
Plant and equipment
10% - 20% p.a. straight line basis
Equipment
10% - 20% p.a. straight line basis
Computers
20% - 33% p.a. straight line basis

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.

1.8
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.

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.

1.9
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible 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.

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.

1.10
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.11
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.

GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -
1.12
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.

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.

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.

GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -
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.

Derecognition of financial liabilities

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

1.13
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.

1.14
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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

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 if, and only if, there is 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.

GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 20 -

US Income Taxes

Income taxes are accounted for in accordance with U.S. generally accepted accounting principles. In determining the recognition of uncertain tax positions, the group applies a more-likely-than-not recognition threshold and determines the measurement of uncertain tax positions considering the amounts and probabilities of the outcomes that could be realised upon ultimate settlement with taxing authorities. At the year end, the group has no uncertain tax positions that qualify for either recognition or disclosure in the financial statements. The group is generally subject to potential examination by taxing jurisdiction for the prior three years.

The provision for deferred income tax expense or benefit represents the net change during the year in the group’s deferred income tax assets or liabilities. Deferred income tax assets or liabilities represent the amount of income taxes recoverable or payable in future years resulting from future net tax deductions or taxable income arising from temporary differences in the reporting of certain types of income and expense items for financial statement and for income tax purposes. Deferred tax assets or liabilities are measured using current tax laws and computed pursuant to generally accepted accounting principals for uncertainty in income taxes.

1.15
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.

1.16
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
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.

GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
2
Judgements and key sources of estimation uncertainty
(Continued)
- 21 -
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.

Tangible fixed assets

The useful economic life of tangible fixed assets and an assessment of any residual value has to be estimated by the directors of the company. This estimation is made to ensure that an appropriate depreciation charge, writing down the carrying value of fixed assets over the correct period. During the year a depreciation charge of £84,407 (2022: £73,134) was calculated based on accounting policies applied.

 

Refer to note 11 for the carrying values of tangible fixed assets impacted by this key accounting estimate.

 

Stock provision

The group considers it necessary to evaluate the recoverability of the cost of stock. The stock levels are constantly reviewed and should there be an indication of obsolescence, the stock is written down to its assessed net realisable value. At the year-end, the group has included a stock provision of £179,966 (2022: £179,350), with the provision movement recognised in cost of sales.

 

Refer to note 14 for the stock values impacted by this key accounting estimate.

 

Trade debtors

Trade debtors are recognised to the extent that they are judged recoverable. Management reviews are performed to estimate the level of provision required for irrecoverable debt. Provisions are made specifically against invoices where recoverability is uncertain. At the year-end, the group has included a bad debt provision of £55,280 (2022: £58,035), with the bad and doubtful debt provision movement recognised in administrative expenses.

 

Refer to note 15 for the values of trade debtors impacted by this key accounting estimate.

3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Provision of educational material
18,289,723
25,885,612
2023
2022
£
£
Turnover analysed by geographical market
U.S.A
18,289,723
25,885,612
2023
2022
£
£
Other revenue
Interest income
6,407
14,117
GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 22 -
4
Operating profit
2023
2022
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange losses/(gains)
51,188
(79,439)
Research and development costs
28,511
27,659
Fees payable to the group's auditor for the audit of the group's financial statements
13,500
9,000
Depreciation of owned tangible fixed assets
84,407
73,134
Amortisation of intangible assets
8,764
8,884
5
Employees

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

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Warehouse staff
21
9
-
-
Office staff
19
24
-
-
Total
40
33
-
0
-
0

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
2,403,673
2,287,209
-
0
-
0
Social security costs
183,948
139,675
-
-
2,587,621
2,426,884
-
0
-
0

No remuneration was paid to the directors (2022: £Nil).

6
Interest receivable and similar income
2023
2022
£
£
Interest income
Other interest income
6,407
14,117
GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 23 -
7
Interest payable and similar expenses
2023
2022
£
£
Other interest
9,752
32,641
8
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
218,199
206,558
Adjustments in respect of prior periods
-
0
(190)
Total UK current tax
218,199
206,368
Foreign current tax on profits for the current period
442,522
1,162,865
Total current tax
660,721
1,369,233
Deferred tax
Origination and reversal of timing differences
30,499
(52,150)
Total tax charge
691,220
1,317,083

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

2023
2022
£
£
Profit before taxation
2,854,021
5,258,724
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2022: 19.00%)
713,505
999,158
Tax effect of expenses that are not deductible in determining taxable profit
2,228
50
Effect of change in corporation tax rate
(13,585)
-
Effect of overseas tax rates
(10,928)
318,065
Under/(over) provided in prior years
-
0
(190)
Taxation charge
691,220
1,317,083

In October 2022, the UK government announced an increase in the corporation tax main rate from 19% to 25% for companies with profit over £250,000. There is a small company rate of 19% for taxable profits under £50,000 and marginal relief available for profits falling between £50,000 - £250,000 with effect from 1 April 2023.

GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
9
Dividends
2023
2022
Recognised as distributions to equity holders:
£
£
Interim paid
430,000
654,000
10
Intangible fixed assets
Group
Website
£
Cost
At 1 January 2023
85,291
Additions - internally developed
19,726
Exchange adjustments
(4,404)
At 31 December 2023
100,613
Amortisation and impairment
At 1 January 2023
76,204
Amortisation charged for the year
8,764
Exchange adjustments
(3,777)
At 31 December 2023
81,191
Carrying amount
At 31 December 2023
19,422
At 31 December 2022
9,087
The company had no intangible fixed assets at 31 December 2023 or 31 December 2022.
GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
11
Tangible fixed assets
Group
Freehold buildings
Freehold building improvements
Land
Equipment
Computers
Total
£
£
£
£
£
£
Cost
At 1 January 2023
472,951
289,481
77,133
650,769
233,783
1,724,117
Additions
-
0
256,806
-
0
146,568
61,873
465,247
Disposals
-
0
-
0
-
0
(47,181)
-
0
(47,181)
Exchange adjustments
(22,457)
(18,363)
(3,662)
(32,687)
(12,174)
(89,343)
At 31 December 2023
450,494
527,924
73,471
717,469
283,482
2,052,840
Depreciation and impairment
At 1 January 2023
360,171
195,480
-
0
258,923
200,134
1,014,708
Depreciation charged in the year
11,515
8,462
-
0
49,888
14,542
84,407
Eliminated in respect of disposals
-
0
-
0
-
0
(37,745)
-
0
(37,745)
Exchange adjustments
(17,308)
(10,152)
-
0
(11,757)
(9,565)
(48,782)
At 31 December 2023
354,378
193,790
-
0
259,309
205,111
1,012,588
Carrying amount
At 31 December 2023
96,116
334,134
73,471
458,160
78,371
1,040,252
At 31 December 2022
112,780
94,001
77,133
391,846
33,649
709,409
Company
Computers
£
Cost
At 1 January 2023 and 31 December 2023
807
Depreciation and impairment
At 1 January 2023
599
Depreciation charged in the year
208
At 31 December 2023
807
Carrying amount
At 31 December 2023
-
0
At 31 December 2022
208
GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
12
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
13
-
0
-
0
1
1
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2023 and 31 December 2023
1
Carrying amount
At 31 December 2023
1
At 31 December 2022
1
13
Subsidiaries

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

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Didax Incorporated
395 Main St, Rowley, MA 01969, USA
Supply of educational resources
Ordinary
100.00
14
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Finished goods and goods for resale
6,190,588
5,408,494
-
0
-
0
GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 27 -
15
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
970,990
1,961,762
-
0
-
0
Amounts owed by group undertakings
-
-
552,202
778,927
Other debtors
1,091,464
555,046
985,902
411,752
Prepayments and accrued income
195,564
403,078
638,683
660,521
2,258,018
2,919,886
2,176,787
1,851,200
Deferred tax asset (note 20)
129,513
160,012
-
0
-
0
2,387,531
3,079,898
2,176,787
1,851,200
16
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans
18
21,552
29,436
-
0
-
0
Trade creditors
1,315,233
1,316,791
-
0
-
0
Corporation tax payable
229,623
206,558
229,623
206,558
Other creditors
31,588
40,430
-
0
-
0
Accruals and deferred income
668,124
2,358,943
10,000
5,501
2,266,120
3,952,158
239,623
212,059

Bank loans are secured.

17
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans
18
119,933
151,363
-
0
-
0
Other creditors
216,253
249,619
-
0
-
0
336,186
400,982
-
-

Bank loans are secured.

Amounts included above which fall due after five years are as follows:
Payable by instalments
162,161
213,583
-
-
GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 28 -
18
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank loans
141,485
180,799
-
0
-
0
Payable within one year
21,552
29,436
-
0
-
0
Payable after one year
119,933
151,363
-
0
-
0

Bank loans include a property mortgage payable to a bank, secured by land and building located in Rowley, Massachusetts as well as first security charge on all of the subsidiaries assets. The loan is payable at the amount of £1,841 per month until expiry in October 2029. Interest was fixed at the Federal Home Loan Bank five-year Classic Advance Rate plus 2.35% for two periods of 60 months each. Interest is charged at a rate of 4.39% p.a. (2022: 4.39%).

 

Additionally, the group had a 1.9% instalment loan payable to Genesis Finance, secured on a specific vehicle. Capital and interest payments were payable by monthly instalments of £631, until scheduled expiry in June 2024. This loan was repaid in full during 2023.

 

At 31 December 2023, Didax Incorporated has a line of credit agreement with a bank. Maximum borrowings made available under the agreement are £2,369,131 limited to a sum of 80% of eligible accounts receivable plus 50% of eligible inventory with a cap. The inventory is capped at £1,579,421 during the months of January 2023 through to June 2023 and is capped at £987,138 for the months of July 2023 through to December 2023. The agreement provides that borrowings bear interest at the Wall Street Journal prime rate plus 0.5%. The interest rate at 31 December 2023 was 9.00% (2022: 8.00%). The agreement is secured by a charge over all assets of the US subsidiary. The agreement is cross collateralised with the mortgage and instalment notes payable. This line of credit agreement was renewed in July 2021 and expired on 1 August 2023. The outstanding balance on the line of credit must be reduced to £Nil over fifteen consecutive days per calendar year. There were no borrowings outstanding at 31 December 2023 (2022: £Nil). On 19 January 2024, the line of credit agreement was modified in which the maximum borrowings available under this agreement will be £1,579,421 and expire on 19 January 2025. The agreement was subject to certain financial covenants including a minimum current ratio and a maximum debt to net worth ratio. At 31 December 2023 and 2022, management was not aware of any violations of the covenants.

19
US Deferred consideration

The group has deferred compensation agreements with certain former employees. Under the terms of the agreements, the employees are entitled to receive payments ranging from £790 to £1,579 per month for fifteen years. All the employees are fully vested under these arrangements. Payments are scheduled to commence the month following the later of the employee's normal retirement age or termination of full time employment. Three former employees are currently receiving benefits under the agreements. At 31 December 2023 and 2022, the deferred compensation has been discounted to its present value using a rate of 3.88%. At 31 December 2023 the group's obligation to these employees, net of unamortised present value discount of £48,958, amounted to £247,841 (2022: £282,782), aged as follows:

 

2023         2022

£             £

Creditors: amounts falling due within one year         31,588     33,163

Creditors: amounts falling due after more than one year     216,253     249,619

     247,841     282,782

 

GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 29 -
20
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Assets
Assets
2023
2022
Group
£
£
Other timing differences
129,513
160,012
The company has no deferred tax assets or liabilities.
Group
Company
2023
2023
Movements in the year:
£
£
Asset at 1 January 2023
(160,012)
-
Charge to profit or loss
30,499
-
Asset at 31 December 2023
(129,513)
-

The deferred tax asset recognised in these financial statements arises within the US trading subsidiary, calculated principally from the following temporary differences, specifically applicable to the United States:

 

 

 

 

21
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100
GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 30 -
22
Operating lease commitments

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
378,749
440,608
-
-
Between two and five years
1,445,912
1,853,036
-
-
In over five years
-
62,584
-
-
1,824,661
2,356,228
-
-
23
Events after the reporting date

Post year end, the group entered into a long-term lease agreement for a storage facility. The lease agreement is expected to commence on 1 February 2024 and expire on 1 July 2025. The agreement provides for fixed monthly payment of £9,871. In addition, the agreement provides the group an option to extend the term to 1 July 2027 with fixed monthly payment of £10,661 for the first year of the extended period. The monthly payment will then increase by 3% each year.

24
Related party transactions

The company has taken advantage of the exemption available in accordance with Financial Reporting Standard 102 Section 33, not to disclose transactions entered into between two or more members of a group, where any subsidiary party to the transaction is wholly owned.

25
Directors' transactions

Dividends totalling £430,000 (2022 - £654,000) were paid in the year in respect of shares held by the company's directors.

The overdrawn directors' loan accounts have been fully repaid post year-end.

Advances or credits have been granted by the group to its directors as follows:

Description
% Rate
Opening balance
Amounts advanced
Interest charged
Amounts repaid
Closing balance
£
£
£
£
£
Directors loan
2.25
214,417
569,182
3,207
(215,000)
571,806
Directors loan
2.25
195,700
427,907
3,200
(215,000)
411,807
410,117
997,089
6,407
(430,000)
983,613
GIRI HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 31 -
26
Retirement plan

The group has a retirement plan which covers all eligible employees and includes an employee's savings plan established under the provisions of Internal Revenue Code Section 401(k). Under the savings plan, a certain percentage of employee's compensation, as defined in the plan, can de deferred as an employee contribution to the plan. The group may make discretionary profit-sharing contributions equal to a uniform percentage of the employee's deferral. The group's discretionary profit sharing contributions to the plan amounted to £102,662 (2022: £80,818).

 

While the group expects to continue the plan indefinitely, it has reserved the right to modify, amend or terminate the plan. In the event of termination, the entire amount contributed under the plan must be applied to the payment of benefits to the participator of their beneficiaries.

27
Cash generated from group operations
2023
2022
£
£
Profit for the year after tax
2,162,801
3,941,641
Adjustments for:
Taxation charged
691,220
1,317,083
Finance costs
9,752
32,641
Investment income
(6,407)
(14,117)
Amortisation and impairment of intangible assets
8,764
8,884
Depreciation and impairment of tangible fixed assets
84,407
73,134
Foreign exchange gains on fixed assets
41,188
(18,471)
Movements in working capital:
Increase in stocks
(782,094)
(1,484,436)
Decrease in debtors
1,235,364
83,744
(Decrease)/increase in creditors
(1,734,585)
1,184,864
Cash generated from operations
1,710,410
5,124,967
28
Analysis of changes in net funds - group
1 January 2023
Cash flows
Exchange rate movements
31 December 2023
£
£
£
£
Cash at bank and in hand
4,245,624
(448,938)
(546,563)
3,250,123
Borrowings excluding overdrafts
(180,799)
39,314
-
(141,485)
4,064,825
(409,624)
(546,563)
3,108,638
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