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Registration number: 04349805

Woodthorpe Hall Garden Centres Limited

Annual Report and Consolidated Financial Statements

for the Year Ended 31 December 2023

 

Woodthorpe Hall Garden Centres Limited

Contents

Company Information

1

Strategic Report

2 to 4

Directors' Report

5 to 6

Statement of Directors' Responsibilities

7

Independent Auditor's Report

8 to 10

Consolidated Profit and Loss Account

11

Consolidated Statement of Comprehensive Income

12

Consolidated Balance Sheet

13

Balance Sheet

14

Consolidated Statement of Changes in Equity

15

Statement of Changes in Equity

16

Consolidated Statement of Cash Flows

17

Statement of Cash Flows

18

Notes to the Financial Statements

19 to 37

 

Woodthorpe Hall Garden Centres Limited

Company Information

Directors

C E Stubbs

R J Stubbs

Company secretary

P M Stubbs

Registered office

Woodthorpe Hall Garden Centre
Woodthorpe
Alford
Lincolnshire
LN13 0DD

Auditors

Forrester Boyd
Waynflete House
139 Eastgate
Louth
Lincolnshire
LN11 9QQ

 

Woodthorpe Hall Garden Centres Limited

Strategic Report for the Year Ended 31 December 2023

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

Principal activity

The principal activity of the Group is garden centre retailers

Fair review of the business

We aim to present a balanced and comprehensive review of the development and performance of the business during the year and its position at the year end. The review is consistent with the size and non-complex nature of the business and is written in the context of the risks and uncertainties that are faced.

The year ended 31 December 2023 represents the fourth reporting period since the substantial acquisition programme in 2019 and the second reporting period without restrictions associated with the Covid-19 global pandemic.

Further progress has been made in refurbishing and developing the centres, and operations across the business are being continually refined to maintain the British Garden Centres operations and branding standards.

Trading during 2023 may not have been impacted by Covid-19 seen in prior years however, other factors such as rising costs have had an impact. These particularly include the rising labour costs and distribution costs that are continuing to rise.

The restaurants and coffee shops continue to trading well, with a good strong footfall and loyal customer.

Increase in inflation from Q3 2022 also started to affect margins in the garden centre sales and we continued to see this as a challenge thoughout 2023.

Moving into 2024 there continue to be many challenges that the directors continue to work to overcome. These include the continuing rising costs of labour due to NMW increases, high inflation and unstable distribution costs which is a retail wide issue.

Adverse weather can impact on footfall and sales of certain product lines at key trading times of the year. The company diversifies its product offering and attractions to mitigate and spread this risk as far as it is able.

The directors continue to strive to run the company as efficiently as possible while still delivering a value for money garden centre experience.

The Group's key financial and other performance indicators during the year were as follows:

Financial KPIs

Unit

2023

2022

Turnover

£

78,372,325

76,913,275

Gross profit margin

%

27

27

Profit before tax

£

4,458,569

4,825,081

Other performance indicators such as footfall per centre and average spend per customer are monitored closely by the directors.

The directors are pleased with the performance of the company during the year and are confident of continued growth in sales as, based on current circumstances, the company will be able to trade both the garden centres and restaurants and coffee shops without restriction for the second full trading period since the acquisition programme.

 

Woodthorpe Hall Garden Centres Limited

Strategic Report for the Year Ended 31 December 2023

Principal risks and uncertainties

The business environment in which we operate continues to be challenging and we consider the principal risks and uncertainties to our business to be;

Weather risk:

One of the company's principal risks is the weather. Adverse weather can impact on footfall and sales of certain product lines at key trading times of the year. The company diversifies its product offering and attractions to mitigate and spread this risk as far as it is able.

Supply chain risk:

The company maintains strong relationships with its key suppliers. Notwithstanding this, there is presently increased levels of uncertainty around supply chains generally, particularly in terms of bringing in goods from overseas, cost prices and surcharges. The directors regularly review trading terms and monitor alternative supply options.

National wage legislation:

The company has a substantial number of employees and payroll costs is the largest overhead. Staffing levels are monitored on a daily basis in line with other factors such as the weather and expected footfall and staff numbers are adjusted accordingly.

Currency and Brexit risk:

The company trades with foreign suppliers and is therefore exposed to currency fluctuations and any potential issues caused by Brexit. The situation post-Brexit continues to be monitored and appropriate action is being taken by the directors as becomes relevant.

Interest rate risk:

In line with other companies the company is exposed to interest rate increases and continues to review interest rate mitigation options to manage the risk posed by increased rates.

Section 172(1) statement

The Directors, in line with their duties under s172 of the Companies Act 2006, are constantly considering the most likely approach to promote the success of the company for the benefit of its shareholders, and in doing so has regard to a range of matters when making decisions for the long term. Key decisions and matters of strategic importance to the company are appropriately informed by s172 factors, including:
• the likely consequences of any decisions in the long-term;
• the interests of the company’s employees;
• the need to foster the company’s business relationships with suppliers, customers and others;
• the impact of the company’s operations of the community and environment;
• the desirability of the company maintaining a reputation for high standards of business conduct; and
• the need to act fairly between members of the company.

Through an open and transparent dialogue with key stakeholders, the directors have been able to develop a clear understanding of their needs, assess their perspectives and monitor their impact on the strategic ambition and culture.

As part of management’s decision-making process, the potential impact of decisions on relevant stakeholders are considered, whilst having regard to a number of broader factors, including the impact of the company’s operations on the community and environment, responsible business practices and the likely consequences of decisions in the long term.

Engagement with employees

Engagement with employees is displayed within the Directors' Report under Employee involvement.

 

Woodthorpe Hall Garden Centres Limited

Strategic Report for the Year Ended 31 December 2023

Approved and authorised by the Board on 24 September 2024 and signed on its behalf by:
 

.........................................
C E Stubbs
Director

 

Woodthorpe Hall Garden Centres Limited

Directors' Report for the Year Ended 31 December 2023

The Directors present their report and the for the year ended 31 December 2023.

Directors of the Group

The Directors who held office during the year were as follows:

C E Stubbs

R J Stubbs

Financial instruments

Objectives and policies

The overall objective of the directors is to ensure that the business is profitable and stable and will continue to be
successful for the benefit of the shareholders and employees.

Price risk, credit risk, liquidity risk and cash flow risk

The business' principle financial instruments comprise bank balances, bank overdrafts, trade debtors, trade creditors and loans. The main purpose of these instruments is to finance the business' operations.

In respect of bank balances, the liquidity risk is managed by maintaining a balance between the continuity of funding and flexibility through the use of overdrafts at floating rates of interest.

Trade debtors are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits. The amounts presented in the balance sheet are net of allowances for doubtful debtors.

Trade creditors' liquidity risk is managed by ensuring sufficient funds are available to meet amounts due. The business funds some fixed asset acquisitions by bank loan agreements. The liquidity risk in respect of these is managed by ensuring that there are sufficient funds to meet the payments.

Employment of disabled persons

The company's policy is to recruit disabled workers for those vacancies that they are able to fill. All necessary
assistance with initial training courses is given. Once employed, a career plan is developed so as to ensure suitable
opportunities for each disabled person. Arrangements are made, wherever possible, for retraining employees who
become disabled, to enable them to perform work identified as appropriate to their abilities.

Employee involvement

The company's policy is to consult and discuss with employees, through staff councils and at meetings,
matters likely to affect employees' interests.

Information of matters of concern to employees is given through information bulletins and reports which seek to
achieve a common awareness on the part of all employees of the financial and economic factors affecting the
company's performance.

Future developments

Plans are in place to continue a programme of refurbishing and developing many of the centres acquired in recent years to enhance the offering to customers and further cement the company’s reputation as a key operator in the industry.

Important non adjusting events after the financial period

On 5 August 2024, the Group acquired 100% of the Ordinary share capital in West Vale Holdings Limited.

Disclosure of information to the auditor

Each Director has taken steps that they ought to have taken as a Director in order to make themselves aware of any relevant audit information and to establish that the Company's auditor is aware of that information. The Directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

 

Woodthorpe Hall Garden Centres Limited

Directors' Report for the Year Ended 31 December 2023

Reappointment of auditors

In accordance with section 485 of the Companies Act 2006, a resolution for the re-appointment of Forrester Boyd as auditors of the company is to be proposed at the forthcoming Annual General Meeting.

Approved and authorised by the Board on 24 September 2024 and signed on its behalf by:
 

.........................................
C E Stubbs
Director

 

Woodthorpe Hall Garden Centres Limited

Statement of Directors' Responsibilities

The Directors acknowledge their responsibilities 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 the Company 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 apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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 Group's and the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and the 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 the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

Woodthorpe Hall Garden Centres Limited

Independent Auditor's Report to the Members of Woodthorpe Hall Garden Centres Limited

Opinion

We have audited the financial statements of Woodthorpe Hall Garden Centres Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2023, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, Statement of Cash Flows, and 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 the parent Company's 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 auditor 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 Director's 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 ability to continue as a going concern for a period of at least twelve months from when the original financial statements were authorised for issue.

Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.

Other information

The Directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinion on other matter prescribed by the Companies Act 2006

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

the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

 

Woodthorpe Hall Garden Centres Limited

Independent Auditor's Report to the Members of Woodthorpe Hall Garden Centres Limited

Matters on which we are required to report by exception

In the light of our 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 Strategic Report and the Directors' Report.

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 7], 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 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.

Auditor 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- testing management override controls including journal testing and review accounting estimates for reasonableness
- enquiries of management of actual and potential litigation claims
- enquiries of management including fraud and associated risks
- discussions with management, including consideration of known or suspected instances of non-compliance
- testing focussing on the area of the financial statements most suspectible to material error including completeness of income to ensure correct matching of revenue and costs.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from events and transactions reflected in the financial statements, as we will be less likely to become awares of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: 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 Group’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 Group’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 Group and the Group’s members as a body, for our audit work, for this report, or for the opinions we have formed.

 

Woodthorpe Hall Garden Centres Limited

Independent Auditor's Report to the Members of Woodthorpe Hall Garden Centres Limited

......................................
Kevin Hopper FCA (Senior Statutory Auditor)
For and on behalf of Forrester Boyd , Statutory Auditor

Waynflete House
139 Eastgate
Louth
Lincolnshire
LN11 9QQ

24 September 2024

 

Woodthorpe Hall Garden Centres Limited

Consolidated Profit and Loss Account for the Year Ended 31 December 2023

Note

2023
£

2022
£

Turnover

3

82,438,064

80,644,431

Cost of sales

 

(59,708,453)

(58,808,262)

Gross profit

 

22,729,611

21,836,169

Administrative expenses

 

(17,071,852)

(16,520,016)

Other operating income

4

1,242,451

904,768

Operating profit

5

6,900,210

6,220,921

Other interest receivable and similar income

7

6,527

533

Interest payable and similar expenses

8

(1,972,602)

(1,169,039)

   

(1,966,075)

(1,168,506)

Profit before tax

 

4,934,135

5,052,415

Tax on profit

12

(1,297,316)

(1,071,944)

Profit for the financial year

 

3,636,819

3,980,471

Profit/(loss) attributable to:

 

Owners of the Company

 

3,636,819

3,980,471

A profit and loss account for the individual company is not included in these financial statements.

 

Woodthorpe Hall Garden Centres Limited

Consolidated Statement of Comprehensive Income for the Year Ended 31 December 2023

2023
£

2022
£

Profit for the year

3,636,819

3,980,471

(Deficit)/surplus on property, plant and equipment revaluation

(34,328)

16,970,594

Total comprehensive income for the year

3,602,491

20,951,065

Total comprehensive income attributable to:

Owners of the Company

3,602,491

20,951,065

 

Woodthorpe Hall Garden Centres Limited

(Registration number: 04349805)
Consolidated Balance Sheet as at 31 December 2023

Note

2023
£

2022
£

Fixed assets

 

Intangible assets

13

174,068

219,099

Tangible assets

14

81,174,810

78,585,818

 

81,348,878

78,804,917

Current assets

 

Stocks

16

14,934,246

21,229,474

Debtors

17

7,380,712

5,029,037

Cash at bank and in hand

18

1,128,450

1,332,873

 

23,443,408

27,591,384

Creditors: Amounts falling due within one year

19

(20,099,085)

(23,258,670)

Net current assets

 

3,344,323

4,332,714

Total assets less current liabilities

 

84,693,201

83,137,631

Creditors: Amounts falling due after more than one year

19

(20,003,961)

(22,170,158)

Provisions for liabilities

21

(6,944,115)

(6,824,839)

Net assets

 

57,745,125

54,142,634

Capital and reserves

 

Called up share capital

23

1,000

1,000

Revaluation reserve

17,523,271

17,557,599

Retained earnings

40,220,854

36,584,035

Equity attributable to owners of the company

 

57,745,125

54,142,634

Shareholders' funds

 

57,745,125

54,142,634

Approved and authorised by the Board on 24 September 2024 and signed on its behalf by:
 

.........................................
C E Stubbs
Director

 

Woodthorpe Hall Garden Centres Limited

(Registration number: 04349805)
Balance Sheet as at 31 December 2023

Note

2023
£

2022
£

Fixed assets

 

Intangible assets

13

174,068

219,099

Tangible assets

14

70,039,195

67,671,282

Investments

15

100

100

 

70,213,363

67,890,481

Current assets

 

Stocks

16

14,186,649

20,966,018

Debtors

17

10,067,593

7,658,354

Cash at bank and in hand

 

612,249

657,585

 

24,866,491

29,281,957

Creditors: Amounts falling due within one year

19

(17,949,089)

(21,320,774)

Net current assets

 

6,917,402

7,961,183

Total assets less current liabilities

 

77,130,765

75,851,664

Creditors: Amounts falling due after more than one year

19

(18,076,407)

(20,115,150)

Provisions for liabilities

21

(6,309,487)

(6,209,875)

Net assets

 

52,744,871

49,526,639

Capital and reserves

 

Called up share capital

23

1,000

1,000

Revaluation reserve

15,348,200

15,348,200

Retained earnings

37,395,671

34,177,439

Shareholders' funds

 

52,744,871

49,526,639

No separate holding company income statement has been prepared in line with section 408 of the Companies Act 2006. The company made a profit after tax for the financial year of £3,218,232 (2022 - profit of £3,787,951).

Approved and authorised by the Board on 24 September 2024 and signed on its behalf by:
 

.........................................
C E Stubbs
Director

 

Woodthorpe Hall Garden Centres Limited

Consolidated Statement of Changes in Equity for the Year Ended 31 December 2023
Equity attributable to the parent company

Share capital
£

Revaluation reserve
£

Retained earnings
£

Total
£

Total equity
£

At 1 January 2023

1,000

17,557,599

36,584,035

54,142,634

54,142,634

Profit for the year

-

-

3,636,819

3,636,819

3,636,819

Other comprehensive income

-

(34,328)

-

(34,328)

(34,328)

Total comprehensive income

-

(34,328)

3,636,819

3,602,491

3,602,491

At 31 December 2023

1,000

17,523,271

40,220,854

57,745,125

57,745,125

Share capital
£

Revaluation reserve
£

Retained earnings
£

Total
£

Total equity
£

At 1 January 2022

1,000

587,005

32,603,564

33,191,569

33,191,569

Profit for the year

-

-

3,980,471

3,980,471

3,980,471

Other comprehensive income

-

16,970,594

-

16,970,594

16,970,594

Total comprehensive income

-

16,970,594

3,980,471

20,951,065

20,951,065

At 31 December 2022

1,000

17,557,599

36,584,035

54,142,634

54,142,634

 

Woodthorpe Hall Garden Centres Limited

Statement of Changes in Equity for the Year Ended 31 December 2023

Share capital
£

Revaluation reserve
£

Retained earnings
£

Total
£

At 1 January 2023

1,000

15,348,200

34,177,439

49,526,639

Profit for the year

-

-

3,218,232

3,218,232

At 31 December 2023

1,000

15,348,200

37,395,671

52,744,871

Share capital
£

Revaluation reserve
£

Retained earnings
£

Total
£

At 1 January 2022

1,000

-

30,389,488

30,390,488

Profit for the year

-

-

3,787,951

3,787,951

Other comprehensive income

-

15,348,200

-

15,348,200

Total comprehensive income

-

15,348,200

3,787,951

19,136,151

At 31 December 2022

1,000

15,348,200

34,177,439

49,526,639

 

Woodthorpe Hall Garden Centres Limited

Consolidated Statement of Cash Flows for the Year Ended 31 December 2023

Note

2023
£

2022
£

Cash flows from operating activities

Profit for the year

 

3,636,819

3,980,471

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

5

1,077,204

1,186,942

Profit on disposal of tangible assets

(13,857)

(9,005)

Finance income

7

(6,527)

(533)

Finance costs

8

1,996,960

1,139,276

Income tax expense

12

1,297,316

1,071,944

 

7,987,915

7,369,095

Working capital adjustments

 

Decrease/(increase) in stocks

16

6,295,228

(4,380,236)

(Increase)/decrease in trade debtors

17

(2,351,675)

1,910,316

Increase in trade creditors

19

25,683

1,395,991

Cash generated from operations

 

11,957,151

6,295,166

Income taxes paid

12

(737,070)

(2,270,269)

Net cash flow from operating activities

 

11,220,081

4,024,897

Cash flows from investing activities

 

Interest received

6,527

533

Acquisitions of tangible assets

(3,798,531)

(4,263,493)

Proceeds from sale of tangible assets

 

93,434

20,377

Net cash flows from investing activities

 

(3,698,570)

(4,242,583)

Cash flows from financing activities

 

Interest paid

8

(1,996,960)

(1,139,276)

Proceeds from bank borrowing draw downs

 

-

2,782,030

Repayment of bank borrowing

 

(2,630,169)

(5,564,060)

Proceeds from other borrowing draw downs

 

750,000

771,400

Repayment of other borrowing

 

(175,443)

(406,217)

Payments to finance lease creditors

 

(22,133)

(29,561)

Net cash flows from financing activities

 

(4,074,705)

(3,585,684)

Net increase/(decrease) in cash and cash equivalents

 

3,446,806

(3,803,370)

Cash and cash equivalents at 1 January

 

(5,188,261)

(1,384,891)

Cash and cash equivalents at 31 December

 

(1,741,455)

(5,188,261)

 

Woodthorpe Hall Garden Centres Limited

Statement of Cash Flows for the Year Ended 31 December 2023

Note

2023
£

2022
£

Cash flows from operating activities

Profit for the year

 

3,218,232

3,787,951

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

5

994,796

1,007,200

Profit on disposal of tangible assets

(4,921)

(1,429)

Finance income

(6,527)

(120)

Finance costs

1,846,467

1,051,752

Income tax expense

12

1,240,337

1,037,130

 

7,288,384

6,882,484

Working capital adjustments

 

Decrease/(increase) in stocks

16

6,779,369

(4,392,993)

(Increase)/decrease in trade debtors

17

(2,409,239)

1,789,008

(Decrease)/increase in trade creditors

19

(141,817)

990,839

Cash generated from operations

 

11,516,697

5,269,338

Income taxes paid

12

(737,070)

(2,187,838)

Net cash flow from operating activities

 

10,779,627

3,081,500

Cash flows from investing activities

 

Interest received

6,527

120

Acquisitions of tangible assets

(3,433,320)

(3,654,446)

Proceeds from sale of tangible assets

 

57,102

9,210

Net cash flows from investing activities

 

(3,369,691)

(3,645,116)

Cash flows from financing activities

 

Interest paid

(1,846,467)

(1,051,752)

Repayment of bank borrowing

 

(2,510,000)

(2,623,897)

Proceeds from other borrowing draw downs

 

750,000

406,217

Repayment of other borrowing

 

(175,443)

-

Payments to finance lease creditors

 

(22,133)

445,058

Net cash flows from financing activities

 

(3,804,043)

(2,824,374)

Net increase/(decrease) in cash and cash equivalents

 

3,605,893

(3,387,990)

Cash and cash equivalents at 1 January

 

(5,863,549)

(2,475,559)

Cash and cash equivalents at 31 December

 

(2,257,656)

(5,863,549)

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

1

General information

The company is a private company limited by share capital incorporated in England and Wales and the company registration number is 04349805.

The address of its registered office is:
Woodthorpe Hall Garden Centre
Woodthorpe
Alford
Lincolnshire
LN13 0DD

These financial statements were authorised for issue by the Board on 24 September 2024.

These financial statements cover the group comprising Woodthorpe Hall Garden Centres Limited and Woodthorpe Leisure Park Limited.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', subject to the departure detailed below.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The financial statements are prepared in sterling which is the functional currency of the Group and have been rounded to the nearest pound.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the Company and its subsidiary undertakings drawn up to 31 December 2023.

No Profit and Loss Account is presented for the Company as permitted by section 408 of the Companies Act 2006. The company made a profit after tax for the financial year of £3,218,232 (2022 - profit of £3,787,951).

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

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

The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Group.

The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the Group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

Inter-company transactions, balances and unrealised gains on transactions between the Company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the Group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

Departures from Companies Act requirements

No depreciation has been charged on freehold and some of the leasehold buildings as they are maintained to such a standard that their residual value is not less than their cost.

Management have concluded that the above departure does not affect the accounts from showing a true and fair view. Apart from this departure the company has complied with the relevant accounting standards and legislation.

Judgements

The Directors have made a number of judgements in applying the Group's accounting policies, the most significant of which is in relation to the valuation of year end stocks. The Group holds a considerable amount of stock which is held at the lower of cost and net realisable value. The net realisable value of the stock is impacted by a number of factors including the condition of the stock and general economic factors outside of the Directors' control. The calculation of net realisable value of individual stock lines is closed controlled by the Directors' and involves significant judgements made utilising the years of experience and knowledge of the industry held.

Key sources of estimation uncertainty

There is a degree of estimation uncertainity exercised in the net realisable value of the year end stocks. These are discussed in the judgements accounting policy above.

Other areas within the financial statements that are affected by estimation uncertainity are debtor recoverability and the valuation of fixed assets. These estimates are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances..

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods, provision of services and rental income in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Government grants

Government grants which become receivable as compensation for expenses or losses already incurred, or for the purposes of giving immediate financial support to the entity with no future related costs, are recognised as income in the period in which they become receivable.

Foreign currency transactions and balances

Monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rates of
exchange ruling at the balance sheet date. Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. All differences are taken to the profit and loss account.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.

Deferred tax represents the future tax consequences of transactions and events recognised in the financial statements of current and previous periods. It is recognised in respect of all timing differences, with certain exceptions. Timing differences are differences between taxable profits and total comprehensive income as stated in the financial statements that arise from the inclusion of income and expense in tax assessments in periods different from those in which they are recognised in the financial statements. 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.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of timing differences. Deferred tax on revalued non-depreciable tangible fixed assets and investment properties is measured using the rates and allowances that apply to the sale of the asset.

Tangible assets

Tangible assets are stated in the statement of financial position at cost or valuation, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Freehold land and buildings are measured at fair value at each reporting date with changes in fair value recognised in the revaluation reserve. The fair value is based on the estimated open market value.

Depreciation

It is the policy of the company to maintain its buildings so that the value of these is not affected by the passage of time, and the directors are of the opinion that to depreciate the buildings would not have a material effect upon the accounts. Depreciation is provided on tangible fixed assets, other than land and buildings, so as to write off the cost or valuation, less any estimated residual value, over their expected useful economic life as follows:

Asset class

Depreciation method and rate

Land and buildings freehold

No depreciation charged

Land and buildings leasehold

No depreciation charged

Tenant's improvements

5%, 3.45%, 6.17%, 10% and 11.1% on a straight line basis

Plant and machinery

15% on a reducing balance basis

Motor vehicles

25% on a reducing balance basis

Office equipment

25% on a reducing balance basis

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the Group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the Group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Goodwill

20% and 5% on a straight line basis

Investments

Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised at the transaction price less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Stocks

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

The cost of finished goods compromises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment is recognised immediately in profit or loss.

At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised at the transaction price.

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

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

Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.

Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the Group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

3

Turnover

The analysis of the Group's Turnover for the year from continuing operations is as follows:

2023
£

2022
£

Sale of goods

79,173,414

77,611,822

Rendering of services

1,623,343

1,638,842

Rental income

1,543,009

1,383,386

Commissions received

98,298

10,381

82,438,064

80,644,431

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

4

Other operating income

The analysis of the Group's other operating income for the year is as follows:

2023
£

2022
£

Government grants

-

15,334

Miscellaneous other operating income

273,541

246,202

Management charges receivable

968,910

643,232

1,242,451

904,768

5

Operating profit

Arrived at after charging/(crediting)

2023
£

2022
£

Depreciation expense

1,032,173

1,136,942

Amortisation expense

45,031

50,000

Operating lease expense - plant and machinery

96,046

244,553

Profit on disposal of property, plant and equipment

(13,857)

(9,005)

6

Government grants

Government grants include monies received for furloughing staff and council grants in light of the Covid-19 pandemic.

The amount of grants recognised in the financial statements was £Nil (2022 - £15,334).

7

Other interest receivable and similar income

2023
£

2022
£

Interest income on bank deposits

6,527

120

Other finance income

-

413

6,527

533

8

Interest payable and similar expenses

2023
£

2022
£

Interest on bank overdrafts and borrowings

1,973,851

1,125,304

Interest on obligations under finance leases and hire purchase contracts

22,794

13,972

Interest expense on other finance liabilities

315

-

Foreign exchange (losses)/gains

(24,358)

29,763

1,972,602

1,169,039

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

9

Staff costs

The aggregate payroll costs (including Directors' remuneration) were as follows:

2023
£

2022
£

Wages and salaries

21,372,677

20,987,832

Social security costs

1,467,935

1,449,029

Pension costs, defined contribution scheme

352,668

314,461

Other employee expense

129,010

115,900

23,322,290

22,867,222

The average number of persons employed by the Group (including Directors) during the year, analysed by category was as follows:

2023
No.

2022
No.

Administration and support

98

86

Sales

1,407

1,371

1,505

1,457

10

Directors' remuneration

The Directors' remuneration for the year was as follows:

2023
£

2022
£

Remuneration

75,834

155,353

Contributions paid to money purchase schemes

-

1,779

75,834

157,132

During the year the number of Directors who were receiving benefits and share incentives was as follows:

2023
No.

2022
No.

Accruing benefits under money purchase pension scheme

2

2

11

Auditors' remuneration

2023
£

2022
£

Audit of these financial statements

38,370

34,700

Other fees to auditors

All other non-audit services

74,210

69,280


 

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

12

Taxation

Tax charged/(credited) in the consolidated profit and loss account

2023
£

2022
£

Current taxation

UK corporation tax

1,178,040

725,143

Deferred taxation

Arising from origination and reversal of timing differences

119,276

346,801

Tax expense in the income statement

1,297,316

1,071,944

The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2022 - lower than the standard rate of corporation tax in the UK) of 23.5% (2022 - 19%).

The differences are reconciled below:

2023
£

2022
£

Profit before tax

4,934,135

5,052,415

Corporation tax at standard rate

1,159,522

959,959

Tax increase from effect of capital allowances and depreciation

76,358

56,080

Effect of expense not deductible in determining taxable profit (tax loss)

16,261

5,822

Tax increase from transfer pricing adjustments

38,288

9,687

Deferred tax expense relating to changes in tax rates or laws

6,887

40,396

Total tax charge

1,297,316

1,071,944

Deferred tax

Group

Deferred tax assets and liabilities

2023

Liability
£

Difference between accumulated depreciation and capital allowances

1,916,516

Pension creditor

(8,605)

Revaluation of freehold property

5,036,204

6,944,115

2022

Liability
£

Difference between accumulated depreciation and capital allowances

1,796,281

Pension creditor

(7,645)

Revaluation of freehold property

5,036,203

6,824,839

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Company

Deferred tax assets and liabilities

2023

Liability
£

Difference between accumulated depreciation and capital allowances

1,688,162

Pension creditor

(8,605)

Revaluation of freehold property

4,629,930

6,309,487

2022

Liability
£

Difference between accumulated depreciation and capital allowances

1,587,591

Pension creditor

(7,645)

Revaluation of freehold property

4,629,930

6,209,876

13

Intangible assets

Group

Goodwill
 £

Total
£

Cost or valuation

At 1 January 2023

1,249,501

1,249,501

At 31 December 2023

1,249,501

1,249,501

Amortisation

At 1 January 2023

1,030,402

1,030,402

Amortisation charge

45,031

45,031

At 31 December 2023

1,075,433

1,075,433

Carrying amount

At 31 December 2023

174,068

174,068

At 31 December 2022

219,099

219,099

Company

Goodwill
 £

Total
£

Cost or valuation

At 1 January 2023

1,080,001

1,080,001

At 31 December 2023

1,080,001

1,080,001

Amortisation

At 1 January 2023

860,902

860,902

Amortisation charge

45,031

45,031

At 31 December 2023

905,933

905,933

Carrying amount

At 31 December 2023

174,068

174,068

At 31 December 2022

219,099

219,099

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

14

Tangible assets

Group

Freehold land and buildings
£

Long leasehold land and buildings

Office equipment
 £

Plant and machinery

Motor vehicles
 £

Total
£

Cost or valuation

At 1 January 2023

69,889,500

4,449,545

730,434

9,406,218

1,049,365

85,525,062

Additions

2,932,801

263,333

33,609

462,144

43,183

3,735,070

Disposals

(52,775)

(16,132)

-

(49,790)

(17,850)

(136,547)

At 31 December 2023

72,769,526

4,696,746

764,043

9,818,572

1,074,698

89,123,585

Depreciation

At 1 January 2023

-

1,133,626

371,877

4,706,677

727,065

6,939,245

Charge for the year

-

122,406

83,129

741,256

85,382

1,032,173

Eliminated on disposal

-

(771)

-

(4,935)

(16,937)

(22,643)

At 31 December 2023

-

1,255,261

455,006

5,442,998

795,510

7,948,775

Carrying amount

At 31 December 2023

72,769,526

3,441,485

309,037

4,375,574

279,188

81,174,810

At 31 December 2022

69,889,500

3,315,919

358,558

4,699,541

322,300

78,585,818

Revaluation

The fair value of the Group's freehold land and buildings was revalued on 31 December 2022 by an independent valuer, Christie & Co RICS. The basis of this valuation was an open market value.
The class of assets has a current value of £72,769,526 (2022 - £69,889,500) and historical cost of £50,605,953 (2022 - £47,725,926). The depreciation on this historical cost is £380,388 (2022 - £414,716). The historical carrying amount at 31 December 2023 was £50,225,565 (2022 - £47,311,210).

Assets held under finance leases and hire purchase contracts

The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:

2023
£

2022
£

Motor vehicles

23,624

64,430

Plant and machinery

397,363

444,721

420,987

509,151

Restriction on title and pledged as security

Freehold property with a carrying amount of £72,769,526 (2022 - £69,889,500) has been pledged as security for bank loans.

Tenant improvements with a carrying amount of £3,441,485 (2022 - £3,315,919) has been pledged as security for bank loans.

Plant and machinery with a carrying amount of £4,375,574 (2022 - £4,699,541) has been pledged as security for bank loans.

Motor vehicles with a carrying amount of £279,188 (2022 - £322,300) has been pledged as security for bank loans.

Office equipment with a carrying amount of £309,037 (2022 - £358,558) has been pledged as security for bank loans.

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Company

Freehold land and buildings
£

Long leasehold land and buildings

Office equipment

Plant and machinery
 £

Motor vehicles
 £

Total
£

Cost or valuation

At 1 January 2023

59,405,000

4,449,545

424,681

8,765,643

1,020,696

74,065,565

Additions

2,584,728

263,333

31,823

458,492

31,483

3,369,859

Disposals

-

(16,132)

-

(39,790)

(17,850)

(73,772)

At 31 December 2023

61,989,728

4,696,746

456,504

9,184,345

1,034,329

77,361,652

Depreciation

At 1 January 2023

-

1,133,626

234,243

4,323,433

702,981

6,394,283

Charge for the year

-

122,406

53,066

691,204

83,089

949,765

Eliminated on disposal

-

(771)

-

(3,883)

(16,937)

(21,591)

At 31 December 2023

-

1,255,261

287,309

5,010,754

769,133

7,322,457

Carrying amount

At 31 December 2023

61,989,728

3,441,485

169,195

4,173,591

265,196

70,039,195

At 31 December 2022

59,405,000

3,315,919

190,438

4,442,210

317,715

67,671,282

Revaluation

The fair value of the Company's land and buildings was revalued on 31 December 2022 by an independent valuer, Christie & Co RICS.
The basis of this valuation was open market value

The class of assets has a current value of £61,989,728 (2022 - £59,405,000) and historical cost of £42,011,599 (2022 - £39,426,870). The depreciation on this historical cost is £nil (2022 - £nil). The historical carrying amount at 31 December 2023 was £42,011,599 (2022 - £39,426,870).
 

Assets held under finance leases and hire purchase contracts

The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:

2023
£

2022
£

Motor vehicles

23,624

64,430

Plant and machinery

397,363

444,721

420,987

509,151

Restriction on title and pledged as security

Freehold property with a carrying amount of £61,989,728 (2022 - £59,405,000) has been pledged as security for bank loans.

Tenant improvements with a carrying amount of £3,441,485 (2022 - £3,315,919) has been pledged as security for bank loans.

Plant and machinery with a carrying amount of £4,173,591 (2022 - £4,442,210) has been pledged as security for bank loans.

Motor vehicles with a carrying amount of £265,196 (2022 - £317,715) has been pledged as security for bank loans and hire purchase agreements.

Office equipment with a carrying amount of £169,195 (2022 - £190,438) has been pledged as security for bank loans.

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

15

Investments

Company

2023
£

2022
£

Investments in subsidiaries

100

100

Subsidiaries

£

Cost or valuation

At 1 January 2023

100

Carrying amount

At 31 December 2023

100

At 31 December 2022

100

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the Company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

2023

2022

Subsidiary undertakings

Woodthorpe Leisure Park Limited

Woodthorpe Hall Garden Centre
Woodthorpe
Alford
LN13 0DD

United Kingdom

Ordinary shares

100%

100%

Subsidiary undertakings

Woodthorpe Leisure Park Limited

The principal activity of Woodthorpe Leisure Park Limited is is that of a leisure park.

16

Stocks

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Finished goods

14,934,246

21,229,474

14,186,649

20,966,018

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

17

Debtors

   

Group

Company

Current

Note

2023
£

2022
£

2023
£

2022
£

Trade debtors

 

3,331,090

2,425,215

3,195,751

2,334,175

Amounts owed by related parties

27

-

13,511

3,127,258

3,034,130

Other debtors

 

1,490,498

419,853

1,374,112

366,408

Prepayments and accrued income

 

2,559,124

2,170,458

2,370,472

1,923,641

   

7,380,712

5,029,037

10,067,593

7,658,354

18

Cash and cash equivalents

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Cash on hand

176,836

180,086

134,299

136,648

Cash at bank

951,614

1,152,787

477,950

520,937

1,128,450

1,332,873

612,249

657,585

Bank overdrafts

(2,869,905)

(6,521,134)

(2,869,905)

(6,521,134)

Cash and cash equivalents in statement of cash flows

(1,741,455)

(5,188,261)

(2,257,656)

(5,863,549)

19

Creditors

   

Group

Company

Note

2023
£

2022
£

2023
£

2022
£

Due within one year

 

Bank loans and overdraft

20

5,507,418

9,151,362

5,379,905

9,031,134

Trade creditors

 

8,015,618

8,659,409

7,345,570

8,092,126

Social security and other taxes

 

3,003,996

2,707,987

2,856,557

2,557,945

Outstanding defined contribution pension costs

 

85,240

78,763

82,636

75,465

Other payables

 

1,184,921

992,477

852,036

630,371

Accruals

 

1,636,629

1,444,379

804,437

709,440

Corporation tax liability

12

665,263

224,293

627,948

224,293

 

20,099,085

23,258,670

17,949,089

21,320,774

Due after one year

 

Loans and borrowings

20

20,003,961

22,170,158

18,076,407

20,115,150

Secured creditors

Group

Creditors amounts falling due within one year on which security has been given by the group includes bank loans of £2,637,513 (2022 - £2,630,228), bank overdrafts of £2,869,905 (2022 - £6,521,134) and hire purchase of £110,211 (2022 - £104,562).

Creditors amounts falling due within one year on which security has been given by the group includes bank loans of £19,161,157 (2022 - £21,798,611) and hire purchase of £280,304 (2022 - £371,547).

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Company

Creditors amounts falling due within one year on which security has been given includes bank loans of £2,510,000 (2022 - £2,510,000), bank overdrafts of £2,869,905 (2022 - £6,521,134) and hire purchase of £110,211 (2022 - £104,562).

Creditors amounts falling due within one year on which security has been given includes bank loans of £17,233,603 (2022 - £19,743,603) and hire purchase of £280,304 (2022 - £371,547).

20

Loans and borrowings

Non-current loans and borrowings

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Bank borrowings

19,161,157

21,798,611

17,233,603

19,743,603

Finance lease liabilities

280,304

371,547

280,304

371,547

Other borrowings

562,500

-

562,500

-

20,003,961

22,170,158

18,076,407

20,115,150

Current loans and borrowings

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Bank borrowings

2,637,513

2,630,228

2,510,000

2,510,000

Bank overdrafts

2,869,905

6,521,134

2,869,905

6,521,134

Finance lease liabilities

110,211

104,562

110,211

104,562

Other borrowings

748,868

736,811

418,274

406,217

6,366,497

9,992,735

5,908,390

9,541,913

Group

Bank borrowings

HSBC Commercial Mortgage Account 1 is denominated in sterling with a nominal interest rate of 7.5%, and the final instalment is due on 21 May 2033. The carrying amount at year end is £2,055,067 (2022 - £2,175,236).

The quarterly monthly repayments are £20,446.

HSBC bank loan 'Facility A' is denominated in sterling with a nominal interest rate of 7.5%, and the final instalment is due on 13 August 2039. The carrying amount at year end is £14,511,103 (2022 - £15,411,103).

The quarterly repayments are £402,500.

HSBC bank loan 'Facility B' is denominated in sterling with a nominal interest rate of 7.5%, and the final instalment is due on 13 August 2026. The carrying amount at year end is £5,232,500 (2022 - £6,842,500).

The quarterly repayments are £225,000.

The bank loans and overdraft are secured by charges over Irton Garden Centre, Spring Garden Centre, Horncastle Garden Centre, 21 Pingley Park, 23 Pingley Park, 25 Pingley Park, Brigg, Woodthorpe Hall Leisure Park, Benvenute Caravan Park, Carr Gate Garden Centre, Leyland Garden Centre, Bold Heath Garden Centre, land at East Durham Garden Centre, Arcadia Garden Centre, Bridgnorth Garden Centre, Hemel Hempstead Garden Centre, Louth Garden Centre, Tarporley Garden Centre, Wolseley Bridge Garden Centre, Albrighton Garden Centre, Bressingham Garden Centre, Brigg Garden Centre and Woodthorpe Hall Garden Centre. Woodthorpe Hall Garden Centre and Brigg Garden Centre are owned personally by C E Stubbs and R J Stubbs, the directors of the company.

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Debenture comprising fixed and floating charges over all assets and undertaking of Woodthorpe Hall Garden Centres Limited including all present and future freehold and leasehold property, book and other debts, chattels, goodwill and uncalled capital, both present and future and share charge over the shares of Woodthorpe Leisure Park Limited.

Debenture comprising fixed and floating charges over all assets and undertaking of Woodthorpe Hall Garden Centres Limited including all present and future freehold and leasehold property, book and other debts, chattels, goodwill and uncalled capital, both present and future.

Unlimited Composite Company Guarantee given by Woodthorpe Leisure Park Limited and Woodthorpe Hall Garden Centres Limited to secure all liabilities of each other.

Mortgage of Life Policy in favour of Woodthorpe Leisure Park Limited in relation to C E Stubbs and R J Stubbs for £3,500,000.

Included in the loans and borrowings are the following amounts due after more than five years:

2023
£

2022
£

After more than five years by instalments

11,345,474

12,407,760

Company

Bank borrowings

HSBC bank loan 'Facility A' is denominated in sterling with a nominal interest rate of 7.5%, and the final instalment is due on 13 August 2039. The carrying amount at year end is £14,511,103 (2022 - £15,411,103).

The quarterly repayments are £402,500.

HSBC bank loan 'Facility B' is denominated in sterling with a nominal interest rate of 7.5%, and the final instalment is due on 13 August 2026. The carrying amount at year end is £5,232,500 (2022 - £6,842,500).

The quarterly repayments are £225,000.

The bank loans and overdraft are secured by charges over Irton Garden Centre, Spring Garden Centre, Horncastle Garden Centre, 21 Pingley Park, 23 Pingley Park, 25 Pingley Park, Brigg, Woodthorpe Hall Leisure Park, Benvenute Caravan Park, Carr Gate Garden Centre, Leyland Garden Centre, Bold Heath Garden Centre, land at East Durham Garden Centre, Arcadia Garden Centre, Bridgnorth Garden Centre, Hemel Hempstead Garden Centre, Louth Garden Centre, Tarporley Garden Centre, Wolseley Bridge Garden Centre, Albrighton Garden Centre, Bressingham Garden Centre, Brigg Garden Centre and Woodthorpe Hall Garden Centre. Woodthorpe Hall Garden Centre and Brigg Garden Centre are owned personally by C E Stubbs and R J Stubbs, the directors of the company.

Debenture comprising fixed and floating charges over all assets and undertaking of Woodthorpe Hall Garden Centres Limited including all present and future freehold and leasehold property, book and other debts, chattels, goodwill and uncalled capital, both present and future and share charge over the shares of Woodthorpe Leisure Park Limited.

Debenture comprising fixed and floating charges over all assets and undertaking of Woodthorpe Hall Garden Centres Limited including all present and future freehold and leasehold property, book and other debts, chattels, goodwill and uncalled capital, both present and future.

Unlimited Composite Company Guarantee given by Woodthorpe Leisure Park Limited and Woodthorpe Hall Garden Centres Limited to secure all liabilities of each other.

Mortgage of Life Policy in favour of Woodthorpe Leisure Park Limited in relation to C E Stubbs and R J Stubbs for £3,500,000.

Included in the loans and borrowings are the following amounts due after more than five years:

2023
£

2022
£

After more than five years by instalments

10,011,103

10,911,103

-

-

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

21

Provisions for liabilities

Group

Deferred tax
£

Total
£

At 1 January 2023

6,824,839

6,824,839

Additional provisions

119,276

119,276

At 31 December 2023

6,944,115

6,944,115

Company

Deferred tax
£

Total
£

At 1 January 2023

6,209,875

6,209,875

Additional provisions

99,612

99,612

At 31 December 2023

6,309,487

6,309,487

22

Pension and other schemes

Defined contribution pension scheme

The Group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the Group to the scheme and amounted to £352,668 (2022 - £314,461).

Contributions totalling £85,240 (2022 - £78,763) were payable to the scheme at the end of the year and are included in creditors.

23

Share capital

Allotted, called up and fully paid shares

2023

2022

No.

£

No.

£

Ordinary Shares of £1 each

1,000

1,000

1,000

1,000

       

Rights, preferences and restrictions

Ordinary shares have the following rights, preferences and restrictions:
Normal voting and participation rights

24

Obligations under leases and hire purchase contracts

Group

Finance leases

Certain motor vehicles are held under finance lease arrangements. Finance lease liabilities are secured on the
related assets held under finance leases. The lease agreement generally include fixed lease payments and a
purchase option at the end of the lease term.

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

The total of future minimum lease payments is as follows:

2023
£

2022
£

Not later than one year

110,210

104,562

Later than one year and not later than five years

280,304

371,547

390,514

476,109

Operating leases

The total of future minimum lease payments is as follows:

2023
£

2022
£

Not later than one year

526,080

526,080

Later than one year and not later than five years

1,981,273

2,030,492

Later than five years

5,744,034

6,220,895

8,251,387

8,777,467

The amount of non-cancellable operating lease payments recognised as an expense during the year was £494,830 (2022 - £494,830).

Operating leases - lessor

The total of future minimum lease payments is as follows:

2023
£

2022
£

Not later than one year

526,080

526,080

Later than one year and not later than five years

1,981,273

2,030,492

Later than five years

5,744,034

6,220,895

8,251,387

8,777,467

Company

Finance leases

Certain motor vehicles are held under finance lease arrangements. Finance lease liabilities are secured on the
related assets held under finance leases. The lease agreement generally include fixed lease payments and a
purchase option at the end of the lease term.

The total of future minimum lease payments is as follows:

2023
£

2022
£

Not later than one year

110,210

104,562

Later than one year and not later than five years

280,304

371,547

390,514

476,109

Operating leases

The total of future minimum lease payments is as follows:

2023
£

2022
£

Not later than one year

526,080

526,080

Later than one year and not later than five years

1,981,273

2,030,492

Later than five years

5,744,034

6,220,895

8,251,387

8,777,467

The amount of non-cancellable operating lease payments recognised as an expense during the year was £526,080 (2022 - £526,080).

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Operating leases - lessor

The total of future minimum lease payments is as follows:

2023
£

2022
£

Not later than one year

832,584

749,315

Later than one year and not later than five years

1,379,730

1,463,235

Later than five years

43,895

52,740

2,256,209

2,265,290

The lease payments received above relate to rental income received for garden centre floor space.

25

Contingent liabilities

Company

Unlimited Composite Company Guarantee secured by company's assets given by Woodthorpe Leisure Park Limited and Woodthorpe Hall Garden Centres Limited to secure all liablities of each other. Given the company's current trading position and strength it is not expected that this will be required.

26

Analysis of changes in net debt

Company

At 1 January 2023
£

Financing cash flows
£

New finance leases
£

At 31 December 2023
£

Cash and cash equivalents

Cash

657,585

(45,336)

-

612,249

Overdrafts

(6,521,134)

3,651,229

-

(2,869,905)

(5,863,549)

3,605,893

-

(2,257,656)

Borrowings

Long term borrowings

(19,743,603)

2,510,000

-

(17,233,603)

Short term borrowings

(2,510,000)

-

-

(2,510,000)

Lease liabilities

(476,019)

107,637

(22,133)

(390,515)

(22,729,622)

2,617,637

(22,133)

(20,134,118)

 

(28,593,171)

6,223,530

(22,133)

(22,391,774)

27

Related party transactions

Company

Key management compensation

2023
£

2022
£

Salaries and other short term employee benefits

142,153

208,481

Summary of transactions with other related parties

Other related parties is the pension scheme of the company and a connected company
 The amounts receivable from related parties are unsecured, no interest is charged and there are no repayment terms.
 

 

Woodthorpe Hall Garden Centres Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Income and receivables from related parties

2023

Subsidiary
£

Other related parties
£

Sale of goods

11,757

1,221,812

Receipt of services

-

916,667

11,757

2,138,479

Amounts receivable from related party

3,127,258

2,172,363

2022

Subsidiary
£

Other related parties
£

Sale of goods

12,352

494,431

Receipt of services

-

643,232

12,352

1,137,663

Amounts receivable from related party

3,034,130

886,689

Expenditure with and payables to related parties

2023

Key management
£

Other related parties
£

Purchase of goods

-

198,559

Leases

621,250

125,000

621,250

323,559

Amounts payable to related party

268,274

-

2022

Key management
£

Other related parties
£

Purchase of goods

-

484,686

Leases

628,492

125,000

628,492

609,686

Amounts payable to related party

406,217

-

28

Parent and ultimate parent undertaking

The ultimate controlling party is the directors who own 100% of the called up share capital.

29

Non adjusting events after the financial period

On 5 August 2024, the Group acquired 100% of the Ordinary share capital in West Vale Holdings Limited.