REGISTERED NUMBER: 13526469 (England and Wales) |
Group Strategic Report, Report of the Director and |
Audited Consolidated Financial Statements |
for the Period 1 August 2022 to 31 January 2024 |
for |
RODINA HOLDINGS LIMITED |
REGISTERED NUMBER: 13526469 (England and Wales) |
Group Strategic Report, Report of the Director and |
Audited Consolidated Financial Statements |
for the Period 1 August 2022 to 31 January 2024 |
for |
RODINA HOLDINGS LIMITED |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Contents of the Consolidated Financial Statements |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Director | 5 |
Report of the Independent Auditors | 6 |
Consolidated Income Statement | 10 |
Consolidated Other Comprehensive Income | 11 |
Consolidated Balance Sheet | 12 |
Company Balance Sheet | 13 |
Consolidated Statement of Changes in Equity | 14 |
Company Statement of Changes in Equity | 15 |
Consolidated Cash Flow Statement | 16 |
Notes to the Consolidated Cash Flow Statement | 17 |
Notes to the Consolidated Financial Statements | 18 |
RODINA HOLDINGS LIMITED |
Company Information |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
DIRECTOR: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditors |
155 Wellingborough Road |
Rushden |
Northamptonshire |
NN10 9TB |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Group Strategic Report |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
The director presents his strategic report of the company and the group for the period 1 August 2022 to 31 January 2024. |
Rodina Holdings Limited is a group of companies which are effectively managed as one single operating Leisure and Travel business. |
The overall Group comprises: |
- Rodina Holdings Limited. |
- One Traveller Limited. |
- One Traveller Transport Limited. |
- Edwardgracehope Investments Ltd |
The Group specialises in providing ATOL protected, escorted group holidays. These holidays are provided throughout the UK, Europe and Worldwide, for solo travellers aged over 50, marketed via physical and online brochures as well as on their website. It is the Group's aim to provide a safe and friendly travelling environment for solo travellers, whilst at the same time enabling them to take in the highlights and experiences that a particular destination has to offer. |
The Group's plans for growth include expanding the range of holidays available to include new areas that the Group does not currently offer and widening the options for its customers. The Group is also looking at special interest holidays as an area of focus for the future. |
REVIEW OF BUSINESS |
The Director is pleased with the overall performance and feels that this accounting period has seen the travel and leisure industry bounce back from the impact of the Covid-19 pandemic and the unprecedented challenges resulting from it. The Group has noticed the return of confidence in long-haul travel, as customers are able to have the opportunity to make new friends and explore the world with like-minded solo travellers. This has meant that the Group has had departures across the whole period, including the early and later months of the period. |
The gross profit margins have been affected by the falling exchange rates, mainly due to political instability within the UK. The Director is continuing to maintain strong relationships with existing customers and suppliers, whilst trying to expand the customer base to limit future risk. |
During this period, the war in Israel also affected some of the holidays on offer but the effects of this have been mitigated by offering a diverse range of holidays. |
The return and growth of customer confidence across the industry has been reflected within the Group with turnover of £19.0m for the first extended period, together with a strong forward book position. |
Increased levels of operating activities, have resulted in operating expenses of £17.1m for this first period. |
Operating profit for the period was £1.9m for the period. |
As a result, the Group has profit before taxation of £2.1m for the first period. |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Group Strategic Report |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
PRINCIPAL RISKS AND UNCERTAINTIES |
The Director continually reviews the possible risks to the Group using a mixture of measures to achieve this. Where possible and relevant, risks to the Group are covered by insurance. |
To manage risk, the Director sees cash flow management as a key area. Cash flow forecasts are prepared, monitored and continually updated, to reflect current and anticipated turnover. This helps the Group ensure that all liabilities can be met when they become due. This also helps with any trade creditor risk as this is managed by ensuring that sufficient funds are available to meet the amounts as and when they fall due. The Group has good cash reserves in the bank of £5.2m. The Group's principal financial instruments consist of bank balances, trade creditors and receivables. |
Due to the nature of the European and Worldwide holidays, the Group faces external factors which may affect them, including destination disruption, and/or natural disaster. To help manage this risk, the Group ensures that its portfolio of holidays is diverse. The Group has also expanded its portfolio of rail holidays, as well as cruise holidays, and continue to plan to further expand its range of destinations, to help manage and mitigate this potential risk. |
The Group is also at risk of geo-political events affecting the industry in which it operates. Events of terrorism and war, such as the wars between Russia and Ukraine, and Israel and Hamas, can have a significant impact upon customer behaviour and may unexpectedly disrupt the travel industry. To help alleviate this risk, the Group plans its itineraries with care and offers a geographic spread of destinations within its portfolio. |
The Group reviews, and responds quickly, to all global events to minimise its ongoing exposure. |
NON-FINANCIAL INFORMATION |
The Group prides itself in providing the best holidays possible for all mature solo travellers, and looks ahead to providing many more years of great travel experiences for all its customers. This period the Group has been awarded a silver medal at the British Travel Awards in the "Best Travel Company for Singles Holidays" category, adding to its previous accolades. |
The Director recognises that its employees are integral to business success, both when working in the UK as well as Overseas. The Group offers an employee benefits package to all its employees and is committed to attracting and retaining employees. |
The Director understands the challenges faced by the current cost-of-living crisis and increasing inflation rates. The Director and the Senior Management Team review key risk factors faced by the Group and have a hands-on approach when it comes to day-to-day decision making. Performance is constantly monitored. |
The Group recognises the importance of strong relationships with suppliers and as such acknowledges the importance of, and ensures it continues to make, timely and full payments to its suppliers. |
The Group is committed to minimising its carbon footprint as part of its overall strategy to continue to improve its sustainability. To help achieve this goal, the Group produces ecofriendly brochures with potato starch wrapping, all of which are 100% recyclable. Alongside this, all brochures and newsletters are also available to be viewed online. The Group is also committed to reducing the number of plastic bottles it uses, partnering with the excellent "Refill not Landfill" scheme in South-East Asia, to give its customers a viable alternative to plastic. The Group encourages its staff to be more environmentally friendly through its green policies. |
The Group is also committed to helping charities close to its heart, achieving this via means of practical support and financial donations, encouraging its staff to participate in charitable activities wherever possible. |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Group Strategic Report |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
KEY PERFORMANCE INDICATORS |
2024 |
Number of UK holidays | 47 |
Number of European holidays | 115 |
Number of Worldwide holidays | 53 |
Total number of holidays | 215 |
Number of destinations | 36 |
OUTLOOK AND FUTURE PROSPECTS |
Even though there have been various input cost pressures and global uncertainties, the Group has remained robust, and consequently margins per booked passenger have remained satisfactory. |
Moving forwards, the Group is looking at expanding its range of holidays to not only help improve the variety of choice available to its customers, but to also help improve the diversity of destination and mitigate potential threats. The director feels that the escorted group holidays for solo travellers over 50 is a resilient and popular product that will continue to remain strong and further grow over the coming years. |
ON BEHALF OF THE BOARD: |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Report of the Director |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
The director presents his report with the financial statements of the company and the group for the period 1 August 2022 to 31 January 2024. |
DIVIDENDS |
The total distribution of dividends for the period ended 31 January 2024 were £334,000 (2022: £0). |
After the period end dividends of £224,000 (2022: £0) were proposed and paid. |
DIRECTOR |
STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations. |
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the director is 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 director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
AUDITORS |
The auditors, Elsby & Co (Sywell) Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Rodina Holdings Limited |
Opinion |
We have audited the financial statements of Rodina Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 January 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 January 2024 and of the group's profit for the period then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the 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 and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report. |
Other information |
The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, 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 Group Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Rodina Holdings Limited |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Director. |
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 director's remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of director |
As explained more fully in the Statement of Director's Responsibilities set out on page five, the director is 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 director determines 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 director is 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 director either intends to liquidate the group or the parent company or to cease operations, or has no realistic alternative but to do so. |
Report of the Independent Auditors to the Members of |
Rodina Holdings 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: |
We considered the nature of the company's industry and its control environment, and discussed the Company's policies and procedures relating to fraud and compliance with laws and regulations. |
We obtained an understanding of the legal and regulatory frameworks that the company operates in, and identified the key laws and regulations that: |
- | had a direct effect on the determination of material amounts and disclosures in the financial statements; and |
- |
do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty. |
We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements. |
In common with all audits under ISAs ( UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business. |
In addition to the above, our procedures to respond to the risks identified included the following: |
- |
reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; |
- |
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; |
- |
enquiring of management concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
Report of the Independent Auditors to the Members of |
Rodina Holdings Limited |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Statutory Auditors |
155 Wellingborough Road |
Rushden |
Northamptonshire |
NN10 9TB |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Consolidated |
Income Statement |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
Period | Period |
1.8.22 to 31.1.24 | 23.7.21 to 31.7.22 |
Notes | £ | £ | £ | £ |
TURNOVER | 4 | 19,026,489 | - |
Cost of sales | 14,452,197 | - |
GROSS PROFIT | 4,574,292 | - |
Administrative expenses | 2,700,137 | - |
1,874,155 | - |
Other operating income | 15,625 | - |
OPERATING PROFIT | 6 | 1,889,780 | - |
Income from fixed asset investments | 8,207 | - |
Interest receivable and similar income | 82,586 | - |
90,793 | - |
1,980,573 | - |
Gain/loss on revaluation of investments | 132,859 | - |
PROFIT BEFORE TAXATION | 2,113,432 | - |
Tax on profit | 8 | 483,460 | - |
PROFIT FOR THE FINANCIAL PERIOD |
Profit attributable to: |
Owners of the parent | 1,629,972 | - |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Consolidated |
Other Comprehensive Income |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
Period | Period |
1.8.22 | 23.7.21 |
to | to |
31.1.24 | 31.7.22 |
Notes | £ | £ |
PROFIT FOR THE PERIOD | 1,629,972 | - |
OTHER COMPREHENSIVE INCOME |
Revaluation adjustment | 283,521 | - |
Income tax relating to other comprehensive income |
- |
- |
OTHER COMPREHENSIVE INCOME FOR THE PERIOD, NET OF INCOME TAX |
283,521 |
- |
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
1,913,493 |
- |
Total comprehensive income attributable to: |
Owners of the parent | 1,913,493 | - |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Consolidated Balance Sheet |
31 JANUARY 2024 |
2024 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 11 | 7,566 | - |
Tangible assets | 12 | 267,626 | - |
Investments | 13 | 2,073,675 | - |
Investment property | 14 | 250,000 | - |
2,598,867 | - |
CURRENT ASSETS |
Stocks | 15 | 22,124 | - |
Debtors | 16 | 3,095,377 | - |
Cash at bank and in hand | 5,240,742 | 100 |
8,358,243 | 100 |
CREDITORS |
Amounts falling due within one year | 17 | 7,078,360 | - |
NET CURRENT ASSETS | 1,279,883 | 100 |
TOTAL ASSETS LESS CURRENT LIABILITIES | 3,878,750 | 100 |
CREDITORS |
Amounts falling due after more than one year |
18 |
(13,000 |
) |
- |
PROVISIONS FOR LIABILITIES | 19 | (94,573 | ) | - |
NET ASSETS | 3,771,177 | 100 |
CAPITAL AND RESERVES |
Called up share capital | 20 | 200 | 100 |
Share premium | 21 | 29,900 | - |
Other reserves | 21 | 2,160,048 | - |
Fair value reserve | 21 | 1,536 | - |
Retained earnings | 21 | 1,579,493 | - |
SHAREHOLDERS' FUNDS | 3,771,177 | 100 |
The financial statements were approved by the director and authorised for issue on 17 July 2024 and were signed by: |
I Darkin - Director |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Company Balance Sheet |
31 JANUARY 2024 |
2024 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 11 |
Tangible assets | 12 |
Investments | 13 |
Investment property | 14 |
CURRENT ASSETS |
Debtors | 16 |
Cash at bank and in hand |
CREDITORS |
Amounts falling due within one year | 17 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 20 |
Share premium | 21 |
Retained earnings | 21 |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 2,294,201 | - |
The financial statements were approved by the director and authorised for issue on |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Consolidated Statement of Changes in Equity |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
Called up |
share | Retained | Share |
capital | earnings | premium |
£ | £ | £ |
Changes in equity |
Issue of share capital | 100 | - | - |
Balance at 31 July 2022 | 100 | - | - |
Changes in equity |
Issue of share capital | 100 | - | 29,900 |
Dividends | - | (334,000 | ) | - |
Total comprehensive income | - | 1,913,493 | - |
Balance at 31 January 2024 | 200 | 1,579,493 | 29,900 |
Fair |
Other | value | Total |
reserves | reserve | equity |
£ | £ | £ |
Changes in equity |
Issue of share capital | - | - | 100 |
Balance at 31 July 2022 | - | - | 100 |
Changes in equity |
Issue of share capital | - | - | 30,000 |
Dividends | - | - | (334,000 | ) |
Total comprehensive income | 6,318 | (251,963 | ) | 1,667,848 |
Arising on acquisition | 2,153,730 | 253,499 | 2,407,229 |
Balance at 31 January 2024 | 2,160,048 | 1,536 | 3,771,177 |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Company Statement of Changes in Equity |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
£ | £ | £ | £ |
Changes in equity |
Issue of share capital | - |
Balance at 31 July 2022 |
Changes in equity |
Issue of share capital | - |
Dividends | - | ( |
) | - | ( |
) |
Total comprehensive income | - | - |
Balance at 31 January 2024 |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Consolidated Cash Flow Statement |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
Period | Period |
1.8.22 | 23.7.21 |
to | to |
31.1.24 | 31.7.22 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 2,947,768 | - |
Tax paid | (393,544 | ) | - |
Net cash from operating activities | 2,554,224 | - |
Cash flows from investing activities |
Purchase of tangible fixed assets | (198,199 | ) | - |
Purchase of fixed asset investments | (3,675,869 | ) | - |
Sale of fixed asset investments | 3,159,062 | - |
Cash balances on acquisition | 3,644,731 | - |
Interest received | 82,586 | - |
Dividends received | 8,207 | - |
Net cash from investing activities | 3,020,518 | - |
Cash flows from financing activities |
Amount withdrawn by directors | (100 | ) | - |
Share issue | - | 100 |
Equity dividends paid | (334,000 | ) | - |
Net cash from financing activities | (334,100 | ) | 100 |
Increase in cash and cash equivalents | 5,240,642 | 100 |
Cash and cash equivalents at beginning of period |
2 |
100 |
- |
Cash and cash equivalents at end of period | 2 | 5,240,742 | 100 |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Notes to the Consolidated Cash Flow Statement |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
Period | Period |
1.8.22 | 23.7.21 |
to | to |
31.1.24 | 31.7.22 |
£ | £ |
Profit before taxation | 2,113,432 | - |
Depreciation charges | 94,545 | - |
Loss on disposal of fixed assets | 18,023 | - |
Gain on revaluation of fixed assets | (132,859 | ) | - |
Finance income | (90,793 | ) | - |
2,002,348 | - |
Increase in stocks | (15,674 | ) | - |
Increase in trade and other debtors | (2,296,843 | ) | - |
Increase in trade and other creditors | 3,257,937 | - |
Cash generated from operations | 2,947,768 | - |
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: |
Period ended 31 January 2024 |
31.1.24 | 1.8.22 |
£ | £ |
Cash and cash equivalents | 5,240,742 | 100 |
Period ended 31 July 2022 |
31.7.22 | 23.7.21 |
£ | £ |
Cash and cash equivalents | 100 | - |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
On |
At 1.8.22 | Cash flow | acquisition | At 31.1.24 |
£ | £ | £ | £ |
Net cash |
Cash at bank |
and in hand | 100 | 1,595,911 | 3,644,731 | 5,240,742 |
100 | 1,595,911 | 3,644,731 | 5,240,742 |
Total | 100 | 1,595,911 | 3,644,731 | 5,240,742 |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Notes to the Consolidated Financial Statements |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
1. | STATUTORY INFORMATION |
Rodina Holdings Limited is a |
The presentational currency of Rodina Holdings Limited is considered to be pounds sterling and the financial statements are rounded to the nearest pound. |
The principal activity during the year was the provision of holiday services. |
Length of reporting period |
The Group accounts cover a period of 1 August 2022 to 31 January 2024, an 18 month period to coincide with the Group reporting period end. |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Turnover |
The Group is a provider of holiday services. Revenue originates solely from customer sales. Revenue is measured at fair value of the consideration received or receivable and is stated net of discounts and value added tax. |
(i) Revenue recognition |
Revenue in respect of tours and related services, is recognised on the date of departure of the tour, at which point the significant risks and rewards have been transferred to the passenger or the third party. |
(ii) Client monies received in advance |
Client monies received at the Statement of Financial Position date relating to tours or holidays departing after the year end are deferred and included with trade and other payables. If the date of the departure is in one year or less they are classified as current liabilities, if not, they are presented as non-current liabilities. |
Other income |
Other income includes; income from asset disposals, rental income and dividend income. |
Intangible assets |
Intangible assets are measured at cost less accumulated amortisation and any accumulated impairment losses. |
Amortisation is charged so as to allocate the cost of intangibles less their residual values over their estimated useful lives, using the straight-line method. The intangible assets are amortised over the following useful economic lives: |
- Other intangible assets 10 years |
If there is an indication that there has been a significant change in amortisation rate or residual value of an asset, the amortisation of that asset is revised prospectively to reflect the new expectations. |
If the net fair value of the identifiable assets and liabilities acquired exceeds the cost of a business combination, the excess up to the fair value of non-monetary assets acquired is recognised in the profit or loss in the periods in which the non-monetary assets are recovered. Any excess exceeding fair value of non-monetary assets acquired is recognised in the profit or loss in the periods expected to be benefitted. |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Notes to the Consolidated Financial Statements - continued |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
2. | ACCOUNTING POLICIES - continued |
Tangible fixed assets |
Improvements to property | - |
Fixtures and fittings | - |
Motor vehicles | - |
Computer equipment | - |
Investment property |
Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss. |
Stocks |
Stocks relate to tour/holiday brochures. Stocks are stated at the lower of costs and net realisble value, after making due allowance for obsolete and slow moving items |
Financial instruments |
The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares. |
Financial assets that are measured at cost and amortised cost are addressed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated Statement of Comprehensive Income. |
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. |
Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. |
Derivative financial instruments |
Derivative financial instruments are recognised at fair value using a valuation technique with any gains or losses being reported in the profit or loss. Outstanding derivatives at reporting date are included under the appropriate format heading depending on the nature of the derivative. |
Taxation |
Taxation for the period comprises current and deferred tax. Tax is recognised in the Consolidated 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. |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Notes to the Consolidated Financial Statements - continued |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
2. | ACCOUNTING POLICIES - continued |
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 period end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Hire purchase and leasing commitments |
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
Fixed asset investments |
Investments comprise investments in quoted equity instruments which are measured at fair value. Changes in fair value are recognised in the profit or loss. Fair value is estimated by using a valuation technique. |
Cash and cash equivalents |
Cash and cash equivalents include cash in hand and deposits held at call with banks. |
Foreign currency transactions and balance |
In preparing the financial statements of the Group, transactions in currencies other than the functional currency of the Group are recognised at the spot rate at the dates of the transactions, or at an average rate where this rate approximates the actual rate at the date of the transaction. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non monetary items that are measured in terms of historical cost in a foreign currency are not translated. |
Exchange differences are recognised in the Statement of Comprehensive Income in the period in which they arise. |
Finance expenses |
Finance expenses recognised in the Statement of Comprehensive Income mainly comprises bank interest and credit card interest. |
Going concern |
The Director, having assessed the Group's financial position has no reason to believe that a material uncertainty exists that may cast significant doubt about the ability of the Group to continue as a going concern. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements. |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Notes to the Consolidated Financial Statements - continued |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
In the application of the Group's accounting policies, which are described in note 2, management is |
required to make judgments, estimates and assumptions about the carrying values of assets and liabilities that are not readily separated from other sources. The estimates and underlying assumptions are based on |
historical experience and other factors that are considered 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 if the revision affects only that period, |
or in the period of the revision and future periods if the revision affects both current and future periods. |
4. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by geographical market for the period ended 31 January 2024 is given below: |
£ |
United Kingdom | 1,714,315 |
Europe | 8,769,184 |
United States of America | 1,936,403 |
South America | 1,215,125 |
Asia | 3,558,922 |
Africa | 1,832,540 |
19,026,489 |
This analysis is not considered to be applicable to the period ended 31 July 2022. |
5. | EMPLOYEES AND DIRECTORS |
Period | Period |
1.8.22 | 23.7.21 |
to | to |
31.1.24 | 31.7.22 |
£ | £ |
Director's remuneration | 10,612 | - |
Director's pension contributions to money purchase schemes | 60,000 | - |
Key management personnel |
The total gross remuneration paid to the Key Management Personnel was £236,723 (2022: £0). |
Average number of employees |
The average number of employees during the period was as follows: |
31.1.24 | 31.7.22 |
Director | 1 | 0 |
Employees | 34 | 0 |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Notes to the Consolidated Financial Statements - continued |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
6. | OPERATING PROFIT |
The operating profit is stated after charging: |
Period | Period |
1.8.22 | 23.7.21 |
to | to |
31.1.24 | 31.7.22 |
£ | £ |
Hire of plant and machinery | 12,138 | - |
Depreciation - owned assets | 91,896 | - |
Loss on disposal of fixed assets | 18,023 | - |
Patents and licences amortisation | 2,650 | - |
Foreign exchange differences | 1,437 | - |
7. | AUDITORS' REMUNERATION |
Period | Period |
1.8.22 | 23.7.21 |
to | to |
31.1.24 | 31.7.22 |
£ | £ |
Fees payable to the company's auditors for the audit of the company's financial statements |
31,334 |
- |
Total audit fees | 31,334 | - |
8. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the period was as follows: |
Period | Period |
1.8.22 | 23.7.21 |
to | to |
31.1.24 | 31.7.22 |
£ | £ |
Current tax: |
UK corporation tax | 512,801 | - |
Deferred tax | (29,341 | ) | - |
Tax on profit | 483,460 | - |
Tax effects relating to effects of other comprehensive income |
1.8.22 to 31.1.24 |
Gross | Tax | Net |
£ | £ | £ |
Revaluation adjustment | 283,521 | - | 283,521 |
From 1 April 2023, the Corporation Tax main rate for non-ring-fenced profits has increased to 25%. |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Notes to the Consolidated Financial Statements - continued |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
9. | INDIVIDUAL INCOME STATEMENT |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
10. | DIVIDENDS |
Period | Period |
1.8.22 | 23.7.21 |
to | to |
31.1.24 | 31.7.22 |
£ | £ |
Ordinary shares of £1 each |
Interim | 334,000 | - |
11. | INTANGIBLE FIXED ASSETS |
Group |
Patents |
and |
licences |
£ |
COST |
Grants | 22,710 |
At 31 January 2024 | 22,710 |
AMORTISATION |
Amortisation for period | 2,650 |
Charge written back | 12,494 |
At 31 January 2024 | 15,144 |
NET BOOK VALUE |
At 31 January 2024 | 7,566 |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Notes to the Consolidated Financial Statements - continued |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
12. | TANGIBLE FIXED ASSETS |
Group |
Improvements | Fixtures |
to | and | Motor | Computer |
property | fittings | vehicles | equipment | Totals |
£ | £ | £ | £ | £ |
COST |
Additions | - | 21,136 | 138,884 | 38,179 | 198,199 |
Grants | 60,062 | 63,610 | 154,980 | 141,846 | 420,498 |
At 31 January 2024 | 60,062 | 84,746 | 293,864 | 180,025 | 618,697 |
DEPRECIATION |
Charge for period | 7,008 | 7,121 | 55,538 | 22,229 | 91,896 |
Charge written back | 17,017 | 40,947 | 83,067 | 118,144 | 259,175 |
At 31 January 2024 | 24,025 | 48,068 | 138,605 | 140,373 | 351,071 |
NET BOOK VALUE |
At 31 January 2024 | 36,037 | 36,678 | 155,259 | 39,652 | 267,626 |
13. | FIXED ASSET INVESTMENTS |
Group |
Listed |
investments |
£ |
COST OR VALUATION |
Additions | 3,675,869 |
Disposals | (3,177,085 | ) |
Share of profit/(loss) | 1,449,045 |
Revaluations | 125,846 |
At 31 January 2024 | 2,073,675 |
NET BOOK VALUE |
At 31 January 2024 | 2,073,675 |
Cost or valuation at 31 January 2024 is represented by: |
Listed |
investments |
£ |
Valuation in 2024 | 125,846 |
Cost | 1,947,829 |
2,073,675 |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Notes to the Consolidated Financial Statements - continued |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
13. | FIXED ASSET INVESTMENTS - continued |
Company |
Shares in |
group |
undertakings |
£ |
COST |
Additions |
At 31 January 2024 |
NET BOOK VALUE |
At 31 January 2024 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Registered office: 155 Wellingborough Road,Rushden, NN10 9TB |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 155 Wellingborough Road, Rushden, NN10 9TB |
Nature of business: |
% |
Class of shares: | holding |
Shares are held by a subsidiary undertaking, One Traveller Limited. |
Registered office: 155 Wellingborough Road, Rushden, NN10 9TB |
Nature of business: |
% |
Class of shares: | holding |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Notes to the Consolidated Financial Statements - continued |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
14. | INVESTMENT PROPERTY |
Group |
Total |
£ |
FAIR VALUE |
Arising on acquisition | 250,000 |
At 31 January 2024 | 250,000 |
NET BOOK VALUE |
At 31 January 2024 | 250,000 |
Investment property was valued on an open market basis on 31 January 2024 by the director. |
15. | STOCKS |
Group |
2024 | 2022 |
£ | £ |
Raw materials and consumables | 22,124 | - |
16. | DEBTORS |
Group | Company |
2024 | 2022 | 2024 | 2022 |
£ | £ | £ | £ |
Amounts falling due within one year: |
VAT | 23,088 | - |
Prepayments | 3,022,289 | - |
3,045,377 | - |
Amounts falling due after more than one | year: |
Amounts owed by group undertakings | - | - |
Other debtors | 50,000 | - |
50,000 | - |
Aggregate amounts | 3,095,377 | - |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Notes to the Consolidated Financial Statements - continued |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
17. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2024 | 2022 | 2024 | 2022 |
£ | £ | £ | £ |
Payments on account | 6,559,622 | - |
Trade creditors | 218,686 | - |
Amounts owed to group undertakings | - | - |
Tax | 119,257 | - |
Social security and other taxes | 21,505 | - |
Other creditors | 127,877 | - |
Directors' current accounts | 1,488 | - | - | - |
Accrued expenses | 29,925 | - |
7,078,360 | - |
18. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group |
2024 | 2022 |
£ | £ |
Subordinated loan | 13,000 | - |
19. | PROVISIONS FOR LIABILITIES |
Group |
2024 | 2022 |
£ | £ |
Deferred tax | 94,573 | - |
Group |
Deferred |
tax |
£ |
Provided during period | 94,573 |
Balance at 31 January 2024 | 94,573 |
20. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2022 |
value: | £ | £ |
Ordinary | £1 | 200 | 100 |
100 Ordinary shares of £1 each were allotted as fully paid |
On 8 December 2022 a further 100 shares were issued in a share for share exchange for 30,000 ordinary shares in One Traveller Limited. |
RODINA HOLDINGS LIMITED (REGISTERED NUMBER: 13526469) |
Notes to the Consolidated Financial Statements - continued |
for the period 1 AUGUST 2022 TO 31 JANUARY 2024 |
21. | RESERVES |
Group |
Fair |
Retained | Share | Other | value |
earnings | premium | reserves | reserve | Totals |
£ | £ | £ | £ | £ |
Profit for the period | 1,629,972 | 1,629,972 |
Dividends | (334,000 | ) | (334,000 | ) |
Bonus share issue | - | 29,900 | 6,318 | - | 36,218 |
Reserve transfer | 283,521 | - | - | (251,963 | ) | 31,558 |
Arising on acquisition | - | - | 2,153,730 | 253,499 | 2,407,229 |
At 31 January 2024 | 1,579,493 | 29,900 | 2,160,048 | 1,536 | 3,770,977 |
Company |
Retained | Share |
earnings | premium | Totals |
£ | £ | £ |
Profit for the period |
Dividends | ( |
) | ( |
) |
Bonus share issue |
At 31 January 2024 | 2,050,101 |
22. | CAPITAL COMMITMENTS |
2024 | 2022 |
£ | £ |
Contracted but not provided for in the |
financial statements | 990,000 | - |
The Group entered into a capital commitment at the year end to purchase a property for £1,080,000. The Group had paid the initial deposit before the year end. |
23. | ULTIMATE CONTROLLING PARTY |
The controlling party is I Darkin. |