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REGISTERED NUMBER: 03401775 (England and Wales)















Strategic Report, Report of the Directors and

Financial Statements for the Year Ended 31 December 2023

for

Henbury Limited

Henbury Limited (Registered number: 03401775)






Contents of the Financial Statements
for the Year Ended 31 December 2023




Page

Company Information 1

Strategic Report 2

Report of the Directors 6

Report of the Independent Auditors 8

Income Statement 12

Other Comprehensive Income 13

Balance Sheet 14

Statement of Changes in Equity 15

Cash Flow Statement 16

Notes to the Cash Flow Statement 17

Notes to the Financial Statements 18


Henbury Limited

Company Information
for the Year Ended 31 December 2023







DIRECTORS: K M Stewart
M R Jumani
J Jumani
J P Batson
N C Gratwicke





REGISTERED OFFICE: Suite G1 Hartsbourne House
Delta Gain
Carpenders Park
Watford
WD19 5EF





REGISTERED NUMBER: 03401775 (England and Wales)





AUDITORS: Primera Accountants Limited (Statutory Auditor)
First Floor
Spitalfields House
Stirling Way
Borehamwood
Hertfordshire
WD6 2FX

Henbury Limited (Registered number: 03401775)

Strategic Report
for the Year Ended 31 December 2023

The Directors present their strategic report together with the audited financial statements for the year ended 31st December 2023.

The principal activity of the company during the year was the sourcing, wholesale and distribution of Corporate, Promotional and Leisurewear clothing and Promotional Products through a Distribution network in the UK, Europe and Australia.


Henbury Limited (Registered number: 03401775)

Strategic Report
for the Year Ended 31 December 2023

REVIEW OF BUSINESS
The Henbury Brands continue to offer innovative styles and quality garments, ensuring stock availability and the correct market value.

With the continued pressure from our customers to offer key styles into the market, the Henbury Brands have added some styles and colours for 2023 to their brands, however there was also a high level of discontinued styles and colours resulting in a net SKU position.

2023 saw a decrease in styles from 443 to 425 (-4%) and a decrease in SKUs from 7698 to 7070 (-8%).

The sales recorded by our Distributors grew in 2023 v 2022 by +3.2%. UK +2.8% and Europe +3.4%. However, our sales to our Distributors fell by -17.1% from £17,478,012 to £14,484,538.

Our drop in sales in 2023 was due to distributors actively reducing their stock holdings. This reduction followed an over-expansion of their inventories after the COVID-19 restrictions were lifted in February 2022. The high purchase of stock during that period resulted in a 37% growth between 2021 and 2022

Henbury Brands also reduced the stock holding value from £10,340,336 in 2022 to £7,834,293 in 2023, a drop of -24.2%.

Profit before taxation was £1,586,037 in 2022 to £1,971,264 in 2023 an increase of 24%.

The increase in profit before taxation was achieved by the decrease in stocks resulting in the reduction in cost of storage and a reduction in the cost of shipping from Bangladesh and China. The exchange rate was also beneficial during this period.

Due to the continued operating issues with our 3rd party warehousing provider, which had been under-performing over a number of months. We transferred the stock holding to another warehouse provider to a new facility from April 2023. This transfer took a number of months, however the company was able to continue to trade and satisfy their customers demands throughout this transition. The new facility have been able to complete the stock inbound and outbound demands and are fully functioning to the required standard. This move has resulted in a far greater satisfaction of our service from our customers

Trading in Europe continues to be a challenge with increase in the cost of shipping and required time to ship goods to the European countries. However, we have seen confidence from our European customers with growth of sales. The additional 12% duty on goods shipped from the UK into Europe has impacted on our margins.

The Directors are constantly reviewing the situation regarding all FX transactions with emphasis on our two main transaction currencies, USD, and the Euro. The Directors are keen for the company to continue with the policies they have put in place to ensure and reduce any severe fluctuations in the market.

The company continues to expand its customer base, supplying to 27 different countries through 15 Distributors. Henbury will continue to grow the relationship with these customers and encourage product offer around the world.

Ensuring a robust and secure supply of raw material and finished items is key to the continued success. We are working closely with our supply bases in Pakistan, Bangladesh and China to ensure that there is a secure supply of the required products in a controlled purchasing format.

The Directors are continuing to look at cost control, stock holding and availability of product by constantly reviewing and improving on our stock systems and levels. The business is managed by strong internal controls through weekly KPI indicators giving the senior management team a regular review of performance and can act on areas of potential growth and foresight into areas of concern.


Henbury Limited (Registered number: 03401775)

Strategic Report
for the Year Ended 31 December 2023

PRINCIPAL RISKS AND UNCERTAINTIES
The principal risks and uncertainties of the business relate to external political and economic factors around the world:

- Currency exchange fluctuation (USD and EUR)
- Cost of raw materials and manufacturing in sourcing locations
- Wage inflation
- Interest Rates and inflation
- Economic slowdown
- Increase in shipping and transportation costs
- Russia-Ukraine conflict.
- Increase in global energy prices

The Directors have considered the impact that the economic environment will have on the market demand and our financial structure going forward.

The company has reviewed several scenarios to stress test the resilience of the company to any local or global recession or further depression of the markets. The Directors have completed a thorough assessment of the business and the financial stability incorporating liquidity and profitability and have assessed that the company can operate within it available funding arrangements

Based upon these various scenarios the Directors are confident that the policies, actions, and strategies already in place will allow the company to be able to mitigate any business downturn and be able to respond quickly to the market conditions. The Directors have several mitigating actions at their disposal to help absorb any of the unexpected shocks that might arise and are confident that the actions in place are sufficient to withstand any major downturn.

Sufficient resources and level of staffing has allowed the company to service the customers demands and manage the product development and production of the products. These are continuously assessed to ensure that sufficient resources are in place to continue this level of service.

GOING CONCERN

As has been detailed above, the Directors have performed scenarios planning including stress testing to assess the impact that a recession and cost escalation may have on the profitability of the company in the future. The Directors are satisfied that the actions and strategies that are in place and available to them are sufficient to ensure that the company can withstand those threats as the forecasts shown that the company can operate within the funding that is available to them with minimal alterations to the current strategy. Therefore, the Directors have reasonable expectation that the company can continue and has adequate resources available for the foreseeable future,

The financial statements have therefore been prepared on a going concern basis which can be further found in the accounting policies within the notes to the financial statement.

FINANCIAL KEY PERFORMANCE INDICATORS

The company considers that its key performance indicators (KPI's) are those that communicate the financial performance and strength of the company on a regular basis, turnover, profit before tax, inventory levels and employees.

These are reviewed on a regular basis.

FUTURE DEVELOPMENTS

The Directors will continue to review product offer to ensure that Henbury is offering the right product at the right time and with sufficient stocks to supply the market demand.

Henbury look to improve the way the company focuses on customer service, product availability and stock control management, bringing to the market commercially viable core products that will continue to grow the company, and clear marketing opportunities that will enhance the growth of the company.

Future investment in updated IT system will allow the company to improve on customer service, financial and stock management by streamlining the operations and centralizing key procedures. This will be implemented in 2024/2025.

Henbury Limited (Registered number: 03401775)

Strategic Report
for the Year Ended 31 December 2023


The Directors will continue to improve the future supply chain by controlling manufacturing and negotiating the most cost-effective shipping costs from our source of manufacture and outbound transportation cost to their customers.

The future potential growth set out by the Directors will be dependent on the key performance targets and the ability of the company to maintain their close relationship with their partnering Distributors and a robust supply chain. The company's strategy is to maintain the successful growth by offering the right product, at the right time and the right stock availability holding that will allow the company to take advantage of opportunities and growth.

ON BEHALF OF THE BOARD:





K M Stewart - Director


3 October 2024

Henbury Limited (Registered number: 03401775)

Report of the Directors
for the Year Ended 31 December 2023

The directors present their report with the financial statements of the company for the year ended 31 December 2023.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of sourcing, wholesale and distribution of Corporate, Promotional and Leisurewear clothing and Promotional Products through a Distribution network in the UK, Europe and Australia.

DIVIDENDS
No dividends will be distributed for the year ended 31 December 2023.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

K M Stewart
M R Jumani
J Jumani
J P Batson
N C Gratwicke

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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:

-select suitable accounting policies and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Henbury Limited (Registered number: 03401775)

Report of the Directors
for the Year Ended 31 December 2023


AUDITORS
The auditors, Primera Accountants Limited (Statutory Auditor), will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:



K M Stewart - Director


3 October 2024

Report of the Independent Auditors to the Members of
Henbury Limited

Opinion
We have audited the financial statements of Henbury Limited (the 'company') for the year ended 31 December 2023 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
_
In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of
Henbury Limited


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 Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the 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 six, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the 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.

Report of the Independent Auditors to the Members of
Henbury Limited


Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
- we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of
the clothing sector;

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation including compliance with customs regulations, data protection, anti-bribery, employment, and health and safety legislation;

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

- identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

- obtaining an understanding of the policies and procedures including internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations in order to design audit procedures that are appropriate in the circumstances (but not not for the purpose of expressing an opinion on the effectiveness of the company's internal control). To address the risk of fraud through management bias and override of controls, we:

- identified and assessed the risks of material misstatement of the financial statements, whether due to fraud or error, design and performed audit procedures responsive to those risks, and obtained audit evidence that is sufficient and appropriate to provide a basis for our opinion

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions;

- assessed whether judgements and assumptions made in determining the accounting estimates in relation to income recognition, collectability of debtors, impairment of tangible and intangible assets and valuation of stock were indicative of potential bias; and - investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors;

-evaluating the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation (i.e. gives a true and fair view);

-reading the minutes of meetings of those charged with governance;

Report of the Independent Auditors to the Members of
Henbury Limited


-enquiring of management as to actual and potential litigation and claims;

-reviewing correspondence with HMRC and the company's legal advisors; and

- Concluding on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the company to cease to continue as a going concern.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve collusion, forgery, deliberate concealment and omissions, misrepresentations, or the override of internal control.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.




Sadikali Premji FCCA (Senior Statutory Auditor)
for and on behalf of Primera Accountants Limited (Statutory Auditor)
First Floor
Spitalfields House
Stirling Way
Borehamwood
Hertfordshire
WD6 2FX

3 October 2024

Henbury Limited (Registered number: 03401775)

Income Statement
for the Year Ended 31 December 2023

31.12.23 31.12.22
Notes £    £    £    £   

TURNOVER 4 14,484,538 17,478,012

Cost of sales 9,785,849 13,059,104
GROSS PROFIT 4,698,689 4,418,908

Distribution costs 1,271,290 1,367,883
Administrative expenses 1,622,225 1,576,570
2,893,515 2,944,453
1,805,174 1,474,455

Other operating income 161,000 127,659
OPERATING PROFIT 6 1,966,174 1,602,114

Interest receivable and similar income 22,666 8,232
1,988,840 1,610,346

Interest payable and similar expenses 8 17,576 24,309
PROFIT BEFORE TAXATION 1,971,264 1,586,037

Tax on profit 9 463,810 327,087
PROFIT FOR THE FINANCIAL YEAR 1,507,454 1,258,950

Henbury Limited (Registered number: 03401775)

Other Comprehensive Income
for the Year Ended 31 December 2023

31.12.23 31.12.22
Notes £    £   

PROFIT FOR THE YEAR 1,507,454 1,258,950


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

1,507,454

1,258,950

Henbury Limited (Registered number: 03401775)

Balance Sheet
31 December 2023

31.12.23 31.12.22
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 10 263,408 277,281

CURRENT ASSETS
Stocks 11 7,834,293 10,340,336
Debtors 12 3,455,249 2,612,844
Cash at bank and in hand 3,294,755 252,959
14,584,297 13,206,139
CREDITORS
Amounts falling due within one year 13 1,733,650 1,873,775
NET CURRENT ASSETS 12,850,647 11,332,364
TOTAL ASSETS LESS CURRENT
LIABILITIES

13,114,055

11,609,645

PROVISIONS FOR LIABILITIES 17 - 3,044
NET ASSETS 13,114,055 11,606,601

CAPITAL AND RESERVES
Called up share capital 18 999 999
Retained earnings 19 13,113,056 11,605,602
SHAREHOLDERS' FUNDS 13,114,055 11,606,601

The financial statements were approved by the Board of Directors and authorised for issue on 3 October 2024 and were signed on its behalf by:





K M Stewart - Director


Henbury Limited (Registered number: 03401775)

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

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2022 999 10,346,652 10,347,651

Changes in equity
Total comprehensive income - 1,258,950 1,258,950
Balance at 31 December 2022 999 11,605,602 11,606,601

Changes in equity
Total comprehensive income - 1,507,454 1,507,454
Balance at 31 December 2023 999 13,113,056 13,114,055

Henbury Limited (Registered number: 03401775)

Cash Flow Statement
for the Year Ended 31 December 2023

31.12.23 31.12.22
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 3,554,839 (179,134 )
Interest paid (17,576 ) (24,309 )
Tax paid (393,388 ) (273,690 )
Net cash from operating activities 3,143,875 (477,133 )

Cash flows from investing activities
Purchase of tangible fixed assets (2,558 ) (702 )
Interest received 22,666 8,232
Net cash from investing activities 20,108 7,530

Increase/(decrease) in cash and cash equivalents 3,163,983 (469,603 )
Cash and cash equivalents at beginning of
year

2

122,759

592,362

Cash and cash equivalents at end of year 2 3,286,742 122,759

Henbury Limited (Registered number: 03401775)

Notes to the Cash Flow Statement
for the Year Ended 31 December 2023

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM
OPERATIONS

31.12.23 31.12.22
£    £   
Profit before taxation 1,971,264 1,586,037
Depreciation charges 16,430 20,959
Finance costs 17,576 24,309
Finance income (22,666 ) (8,232 )
1,982,604 1,623,073
Decrease/(increase) in stocks 2,506,043 (1,235,938 )
Increase in trade and other debtors (805,151 ) (770,137 )
(Decrease)/increase in trade and other creditors (128,657 ) 203,868
Cash generated from operations 3,554,839 (179,134 )

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2023
31.12.23 1.1.23
£    £   
Cash and cash equivalents 3,294,755 252,959
Bank overdrafts (8,013 ) (130,200 )
3,286,742 122,759
Year ended 31 December 2022
31.12.22 1.1.22
£    £   
Cash and cash equivalents 252,959 592,362
Bank overdrafts (130,200 ) -
122,759 592,362


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.23 Cash flow At 31.12.23
£    £    £   
Net cash
Cash at bank and in hand 252,959 3,041,796 3,294,755
Bank overdrafts (130,200 ) 122,187 (8,013 )
122,759 3,163,983 3,286,742
Total 122,759 3,163,983 3,286,742

Henbury Limited (Registered number: 03401775)

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

1. STATUTORY INFORMATION

Henbury Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).


2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going concern
The directors have reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. The directors regard the foreseeable future as no less than twelve months following the publication of these annual financial statements. The directors have considered the company's balance sheet position as at the year end, its working capital forecasts and projections, taking account of possible changes in trading performance and the current state of its operating market, and are satisfied that for the foreseeable future the company's financial position is improving and will enable the company to remain in operational existence.

Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

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

Henbury Limited (Registered number: 03401775)

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

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings50 years
Fixtures, Fittings and equipment4 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss

Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying
amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

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

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.

Henbury Limited (Registered number: 03401775)

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

2. ACCOUNTING POLICIES - continued

Financial instruments
The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

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.

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.

Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Henbury Limited (Registered number: 03401775)

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

2. ACCOUNTING POLICIES - continued

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

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.

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.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Henbury Limited (Registered number: 03401775)

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

2. ACCOUNTING POLICIES - continued

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.

3. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

In preparing these financial statements the directors have made the following judgements:

Tangible fixed assets
Tangible fixed assets are depreciated over their useful lives taking into account residual values where appropriate. The actual lives of the assets and residual values and assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

Stocks
Stock is valued a the lower of cost and net realisable value. A source of estimation uncertainty surrounds the net realisable value of the stock and as to whether or not there is an indication of impairment. To address this, management review both historic and post year end sales of all stock lines compared to quantity of stock held and use this to form the basis for any impairment. In order to establish an appropriate cost of the stock, the cumulative value of the last purchase price, the cost of duty, commission and shipping are taken into account. These costs are re-assessed on an annual basis.

4. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

31.12.23 31.12.22
£    £   
United Kingdom 11,758,604 14,506,750
Rest of the world 2,725,934 2,971,262
14,484,538 17,478,012

Henbury Limited (Registered number: 03401775)

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

5. EMPLOYEES AND DIRECTORS
31.12.23 31.12.22
£    £   
Wages and salaries 691,606 650,283
Social security costs 67,117 68,443
Other pension costs 19,965 19,777
778,688 738,503

The average number of employees during the year was as follows:
31.12.23 31.12.22

Directors 5 5
Administration 16 16
21 21

31.12.23 31.12.22
£    £   
Directors' remuneration 111,702 119,400
Directors' pension contributions to money purchase schemes 3,295 3,040

6. OPERATING PROFIT

The operating profit is stated after charging/(crediting):

31.12.23 31.12.22
£    £   
Depreciation - owned assets 16,431 18,119
Foreign exchange differences (12,326 ) 28,948

7. AUDITORS' REMUNERATION
31.12.23 31.12.22
£    £   
Fees payable to the company's auditors for the audit of the company's
financial statements

15,000

14,000

8. INTEREST PAYABLE AND SIMILAR EXPENSES
31.12.23 31.12.22
£    £   
Bank loan interest 11,058 23,233
Interest payable 6,518 1,076
17,576 24,309

Henbury Limited (Registered number: 03401775)

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

9. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
31.12.23 31.12.22
£    £   
Current tax:
UK corporation tax 504,108 311,553

Deferred tax (40,298 ) 15,534
Tax on profit 463,810 327,087

UK corporation tax has been charged at 25% (2022 - 19%).

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

31.12.23 31.12.22
£    £   
Profit before tax 1,971,264 1,586,037
Profit multiplied by the standard rate of corporation tax in the UK of 25%
(2022 - 19%)

492,816

301,347

Effects of:
Expenses not deductible for tax purposes 37,296 4,575
Depreciation in excess of capital allowances 3,160 3,716
Adjustments to tax charge in respect of previous periods - 1,915
Deferred tax (40,298 ) 15,534
Profit taxed at 19% (Jan 23 - Mar 23) (29,164 ) -
Total tax charge 463,810 327,087

10. TANGIBLE FIXED ASSETS
Fixtures
Freehold and
property fittings Totals
£    £    £   
COST
At 1 January 2023 350,049 212,759 562,808
Additions - 2,558 2,558
At 31 December 2023 350,049 215,317 565,366
DEPRECIATION
At 1 January 2023 91,014 194,513 285,527
Charge for year 7,001 9,430 16,431
At 31 December 2023 98,015 203,943 301,958
NET BOOK VALUE
At 31 December 2023 252,034 11,374 263,408
At 31 December 2022 259,035 18,246 277,281

Henbury Limited (Registered number: 03401775)

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

11. STOCKS
31.12.23 31.12.22
£    £   
Finished goods 7,834,293 10,340,336

12. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
£    £   
Trade debtors 1,570,538 1,189,400
Other debtors 1,847,457 1,402,644
Deferred tax asset 37,254 -
Prepayments - 20,800
3,455,249 2,612,844

13. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
£    £   
Bank loans and overdrafts (see note 14) 8,013 130,200
Trade creditors 725,966 710,185
Tax 349,108 238,388
Social security and other taxes 30,544 -
VAT 217,617 437,444
Other creditors 111,491 156,233
Accrued expenses 290,911 201,325
1,733,650 1,873,775

14. LOANS

An analysis of the maturity of loans is given below:

31.12.23 31.12.22
£    £   
Amounts falling due within one year or on demand:
Bank overdrafts 8,013 130,200

15. SECURED DEBTS

The following secured debts are included within creditors:

31.12.23 31.12.22
£    £   
Bank overdrafts 8,013 130,200

Bank loans and overdrafts are secured by a fixed and floating charge over all property undertakings of the company.

Henbury Limited (Registered number: 03401775)

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

16. FINANCIAL INSTRUMENTS

31.12.23 31.12.22

£    £   
Financial assets
Financial assets that are debt instruments measured at amortised cost 3,417,995 2,592,044

Financial liabilities
Financial liabilities measured at amortised cost 1,136,381 1,197,943


Financial assets measured at amortised cost comprise trade debtors and other debtors.

Financial liabilities measured at amortised cost comprise bank overdrafts, bank loans, trade creditors, other creditors and accruals.

17. PROVISIONS FOR LIABILITIES
31.12.22
£   
Deferred tax 3,044

Deferred
tax
£   
Balance at 1 January 2023 3,044
Credit to Income Statement during year (40,298 )
Balance at 31 December 2023 (37,254 )

18. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.23 31.12.22
value: £    £   
9,990 Ordinary 0.10 999 999

The shares carry full rights with regards to voting, participation and dividends. In the event of the company being wound up, the shareholder will be entitled to a share in the proceeds of the company's assets after all the debts have been paid.

19. RESERVES
Retained
earnings
£   

At 1 January 2023 11,605,602
Profit for the year 1,507,454
At 31 December 2023 13,113,056

Retained earnings include all current and prior period retained profits and losses.

Henbury Limited (Registered number: 03401775)

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

20. PENSION COMMITMENTS

31.12.2331.12.22

£   £   
Defined contribution schemes
Charge to profit or loss in respect of defined contribution schemes19,96519,777

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the
scheme are held separately from those of the company in an independently administered fund.

21. OTHER FINANCIAL COMMITMENTS

At the year end the Company had commitments to purchase forward currency contracts of $1.75M (2022: $2.25M) and €0.75M (2022: €1M) within next 12 months.

22. RELATED PARTY DISCLOSURES

During the year the company transacted sales of £12,607,445 (2022: £18,665,377) , management fee income of £36,000 (2022: £127,659) and purchases of £101,259 (2022: £179,148) with companies either controlled by a director and shareholder of Henbury Limited or by directors who jointly have significant influence over Henbury Limited. At the year end, £1,239,701 (2022: £1,143,263) was owed by these companies and £96,759 (2022: £134,726) was owed to these companies.

In addition to the above, Henbury Limited paid £46,500 (2022: £76,500) to a person with significant control for consultancy work.

The directors of the company are considered to be the key management personnel and so disclosure of amounts paid in respect of salaries and pension of these has been disclosed in note 5. Employers NI payable by the company totalled £14,912 (2022: £15,481).

23. ULTIMATE CONTROLLING PARTY

In the opinion of the directors, there is no single controlling party to the company.