Company Registration No. 05679491 (England and Wales)
Neville Johnson Group Ltd
Annual report and financial statements
for the year ended 30 April 2024
Neville Johnson Group Ltd
Company information
Directors
N J Pailing
G Aylward
Secretary
G Aylward
Company number
05679491
Registered office
Broadoak Business Park
Ashburton Road West
Trafford Park
Manchester
M17 1RW
Independent auditor
Saffery LLP
Trinity
16 John Dalton Street
Manchester
M2 6HY
Bankers
Royal Bank of Scotland plc
1 Spinningfields Square
Manchester
M3 3AP
Solicitors
Ward Hadaway LLP
The Observatory
10 Chapel Walks
Manchester
M2 1HL
Neville Johnson Group Ltd
Contents
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 7
Statement of comprehensive income
8
Statement of financial position
9
Statement of changes in equity
10
Notes to the financial statements
11 - 16
Neville Johnson Group Ltd
Strategic report
For the year ended 30 April 2024
1

The directors present the strategic report for the year ended 30 April 2024.

 

The principal activity of the Company is a holding company.

 

The principal activity of the Neville Johnson Group is the marketing, design, manufacture and installation of quality luxury bespoke products for the home including furniture and staircases.

Business review

Neville Johnson Group Limited (the "Company") is part of the wider BHID Group Limited Group (the "Group").

 

Overall the Group had a positive FY24, in spite of the very challenging macro environment.

 

From a supply-side perspective, some of the headwinds that were particularly challenging in the prior year (namely labour availability & inflation pressures, significant raw materials & energy inflation, and general inflation) abated and we started to see some commodity-linked deflation. We were also pleased to see the availability of high-quality labour improving during the year.

 

Our colleagues throughout our showrooms, factories and offices are critical in delivering on our customer promises for exceptional quality and service, and the continued success of the Group. To support our colleagues during the periods of significant consumer and household inflation the Group was pleased to award an annual pay award in April 2023, that for the second year running, was over double the levels previously awarded pre-2020 (the Covid period). Whilst the Directors were pleased to make this annual pay award, they are mindful that our clients are also experiencing challenging times, and with consumer confidence being challenged, future pay awards need to balance these challenges, and they are likely to return to more normalized levels seen pre-2020.

 

From a demand-side perspective, the headwinds faced in the prior year persisted and in various areas deteriorated in the year. Some of these challenging macro factors that adversely affect consumer confidence and demand included:

Principal risks and uncertainties

Due to the nature of the business, there are no material risks or uncertainties which require disclosure.

Key performance indicators

Due to the nature of the business, there are no relevant key performance indicators which require disclosure.

On behalf of the board

G Aylward
Director
30 September 2024
Neville Johnson Group Ltd
Directors' report
For the year ended 30 April 2024
2

The directors present their annual report and financial statements for the year ended 30 April 2024.

Principal activities

The principal activity of the company continued to be that of a holding company.

Results and dividends

The results for the year are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

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

N J Pailing
G Aylward
Post reporting date events

On 10 May 2024, BHID Group Limited, the ultimate parent company of Neville Johnson Group Limited, was acquired by Hartford Bidco Limited.  The directors consider that from 10 May 2024 the ultimate parent undertaking of the company is Hartford Topco Limited, a company registered in England and Wales

Auditor

Saffery LLP were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

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 company and of the profit or loss of the company 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 company’s transactions and disclose with reasonable accuracy at any time the financial position of 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Neville Johnson Group Ltd
Directors' report (continued)
For the year ended 30 April 2024
3
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

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
G Aylward
Director
30 September 2024
Neville Johnson Group Ltd
Independent auditor's report
To the members of Neville Johnson Group Ltd
4
Opinion

We have audited the financial statements of Neville Johnson Group Ltd (the 'company') for the year ended 30 April 2024 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity 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 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 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.

Neville Johnson Group Ltd
Independent auditor's report (continued)
To the members of Neville Johnson Group Ltd
5

Opinions on other matters prescribed by the Companies Act 2006

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

 

Matters on which we are required to report by exception

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

 

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

 

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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

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.

Neville Johnson Group Ltd
Independent auditor's report (continued)
To the members of Neville Johnson Group Ltd
6

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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.

 

Identifying and assessing risks related to irregularities:

We assessed the susceptibility of the company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the company by discussions with directors and by updating our understanding of the sector in which the company operates.

 

Laws and regulations of direct significance in the context of the company include The Companies Act 2006 and UK Tax legislation.

 

Audit response to risks identified

We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of financial statement disclosures. We reviewed the company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities 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.

Neville Johnson Group Ltd
Independent auditor's report (continued)
To the members of Neville Johnson Group Ltd
7

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.

Simon Kite
Senior Statutory Auditor
For and on behalf of Saffery LLP
30 September 2024
Statutory Auditors
Trinity
16 John Dalton Street
Manchester
M2 6HY
Neville Johnson Group Ltd
Statement of comprehensive income
For the year ended 30 April 2024
8
2024
2023
Notes
£000
£000
Turnover
-
-
Profit before taxation
-
0
-
0
Tax on profit
5
-
0
-
0
Profit for the financial year
-
0
-
0

The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

Neville Johnson Group Ltd
Statement of financial position
As at 30 April 2024
9
2024
2023
Notes
£000
£000
£000
£000
Fixed assets
Investments
6
5
5
Current assets
Debtors
8
11,745
11,745
Creditors: amounts falling due within one year
9
(11,734)
(11,734)
Net current assets
11
11
Net assets
16
16
Capital and reserves
Called up share capital
10
1
1
Share premium account
11
15
15
Total equity
16
16
The financial statements were approved by the board of directors and authorised for issue on 30 September 2024 and are signed on its behalf by:
G Aylward
Director
Company Registration No. 05679491
Neville Johnson Group Ltd
Statement of changes in equity
For the year ended 30 April 2024
10
Share capital
Share premium account
Total
£000
£000
£000
Balance at 1 May 2022
1
15
16
Year ended 30 April 2023:
Profit and total comprehensive income for the year
-
-
-
0
Balance at 30 April 2023
1
15
16
Year ended 30 April 2024:
Profit and total comprehensive income for the year
-
-
-
0
Balance at 30 April 2024
1
15
16
Neville Johnson Group Ltd
Notes to the financial statements
For the year ended 30 April 2024
11
1
Accounting policies
Company information

Neville Johnson Group Limited is a private company limited by shares incorporated in England and Wales. The registered office is Broadoak Business Park, Ashburton Road West, Trafford Park, Manchester, M17 1RW.

 

The Company's principal activity during the period was to be a holding company for Neville Johnson Offices Limited and Neville Johnson Limited. The principal activity of Neville Johnson Limited is the marketing, design, manufacture and installation of quality fitted furniture for home studies, lounges, home cinemas, offices, bedrooms and staircases.

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 £000.

The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

This 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:

 

 

The financial statements of the company are consolidated in the financial statements of BHID Group Limited. These consolidated financial statements are available from its registered office, Broadoak Business Park, Ashburton Road West, Trafford Park, Manchester, M17 1RW.

 

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

Neville Johnson Group Ltd
Notes to the financial statements (continued)
For the year ended 30 April 2024
1
Accounting policies (continued)
12
1.2
Going concern

The directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future, being a period of not less than 12 months from the date of approval of these financial statements.true

 

In their consideration of going concern, the directors have reviewed the Group’s future cash flow forecasts and profit projections for the period to 30 April 2026, on both a base case and certain sensitised basis, considering the principal risks and uncertainties of the Group.

 

These forecasts have been prepared based on past experience, the outstanding order book, marketing data and KPI’s, market data and expected trading, and they reflect any potential impact of wider market headwinds on trading activity and liquidity. The directors have reviewed these forecasts and have also considered sensitivities in respect of potential downside scenarios and the mitigating actions available to the Group.

 

Under all scenarios, there was sufficient headroom on covenants and cash headroom. Accordingly, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Fixed asset investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

1.4
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.

1.5
Financial instruments
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Neville Johnson Group Ltd
Notes to the financial statements (continued)
For the year ended 30 April 2024
1
Accounting policies (continued)
13
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 company 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.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.6
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Neville Johnson Group Ltd
Notes to the financial statements (continued)
For the year ended 30 April 2024
1
Accounting policies (continued)
14
1.7
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.

1.8

Investments, debtors and creditors

Investments held as fixed assets are shown at cost less provision for impairment.

 

Short term debtors are measured at transaction price, less any impairment.

 

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

1.9

Dividend income

Dividend income is recognised when the right to receive payment is established.

 

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

1.10

Distributions to equity holders

Dividends and other distributions to the Group's shareholders are recognised as a liability in the financial statements in the period in which the dividends and other distributions are approved by the shareholders. These amounts are recognised in the Statement of Changes in Equity.

2
Critical accounting judgements and key sources of estimation uncertainty

Management consider there to be no key judgements in the application of accounting policies or key sources of estimation uncertainty.

3
Operating profit
2024
2023
Operating profit for the year is stated after charging:
£000
£000
Fees payable to the company's auditor for the audit of the company's financial statements
-
0
0
-
0
4
Employees

The company has no employees other than the directors who did not receive any remuneration (2023: £nil).

Neville Johnson Group Ltd
Notes to the financial statements (continued)
For the year ended 30 April 2024
15
5
Taxation

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

2024
2023
£000
£000
Profit before taxation
-
0
-
0
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.49%)
-
0
-
0
Taxation charge in the financial statements
-
-
6
Fixed asset investments
2024
2023
Notes
£000
£000
Investments in subsidiaries
7
5
5
7
Subsidiaries

Details of the company's subsidiaries at 30 April 2024 are as follows:

Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
Neville Johnson Offices Limited
1
Ordinary
100
-
Neville Johnson Limited
1
Ordinary
-
100
Neville Johnson Staircases Limited
1
Ordinary
-
100

Registered office addresses (all UK unless otherwise indicated):

1
Broadoak Business Park, Ashburton Road West, Trafford Park, Manchester, M17 1RW
8
Debtors
2024
2023
Amounts falling due within one year:
£000
£000
Amounts owed by group undertakings
11,745
11,745

Amounts owed by group undertakings are interest free and repayable on demand.

Neville Johnson Group Ltd
Notes to the financial statements (continued)
For the year ended 30 April 2024
16
9
Creditors: amounts falling due within one year
2024
2023
£000
£000
Amounts owed to group undertakings
11,734
11,734

Amounts owed to group undertakings are interest free and payable on demand.

10
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
'A' ordinary of 1p each
20,100
20,100
201
201
'B' ordinary of 1p each
9,900
9,900
99
99
'C' ordinary of 1p each
70,000
70,000
700
700
100,000
100,000
1,000
1,000
11
Share premium account

Includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.

12
Ultimate controlling party

As at 30 April 2024 the directors consider that the ultimate parent undertaking of the Company is BHID Group Limited which is registered in England and Wales. The Third Alcuin Fund Limited Partnership (a fund controlled by Alcuin Capital Partners LLP) hold a 49% shareholding in BHID Group Limited. The immediate parent undertaking is Neville Johnson Holdings Limited which is registered in England and Wales.

 

On 10 May 2024, BHID Group Limited, the ultimate parent company of Neville Johnson Group Limited, was acquired by Hartford Bidco Limited. The directors consider that from 10 May 2024 the ultimate parent undertaking of the company is Hartford Topco Limited, a company registered in England and Wales. The Third Alcuin Fund Limited Partnership continue to be deemed to be the ultimate controlling party.

 

13
Contingent liabilities

The company is subject to a joint bank guarantee with its parent undertaking, the BHID Group and its subsidiaries. The contingent liability at 30 April 2024 was £7,250,000 (2023: £8,000,000).

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