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REGISTERED NUMBER: 14221107 (England and Wales)














Group Strategic Report,

Report of the Directors and

Consolidated Financial Statements

for the Year Ended 31 January 2024

for

OHS Holdings Limited

OHS Holdings Limited (Registered number: 14221107)






Contents of the Consolidated Financial Statements
for the Year Ended 31 January 2024




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 4

Report of the Independent Auditors 5

Consolidated Income Statement 9

Consolidated Other Comprehensive Income 10

Consolidated Balance Sheet 11

Company Balance Sheet 12

Consolidated Statement of Changes in Equity 13

Company Statement of Changes in Equity 14

Consolidated Cash Flow Statement 15

Notes to the Consolidated Cash Flow Statement 16

Notes to the Consolidated Financial Statements 17


OHS Holdings Limited

Company Information
for the Year Ended 31 January 2024







DIRECTORS: M Cohen
M Cohen



REGISTERED OFFICE: Pin Mill House
Priestley Road
Worsley
Manchester
M28 2LX



REGISTERED NUMBER: 14221107 (England and Wales)



SENIOR STATUTORY AUDITOR: Ian Sluckis BA FCA



AUDITORS: Freedman Frankl & Taylor
Statutory Auditors
Chartered Accountants
Reedham House
31 King Street West
Manchester
M3 2PJ

OHS Holdings Limited (Registered number: 14221107)

Group Strategic Report
for the Year Ended 31 January 2024

The directors present their strategic report for the year ended 31 January 2024.

The principal activity of the company was that of a holding company. The principal activity of the group during the period was of the online retail of homewares.

REVIEW OF BUSINESS
The Directors are pleased to report there has been a 39.2% increase in turnover to £47.8m compared to the prior period on an annualised basis, which is mostly attributable to growth of the group's own website through increasing the customer base, repeat purchases and expanding into new product categories as well as expansion into a number of new online marketplaces.

Gross Profit for the year is 23.4% which is 2.7% points down on the prior period on an annualised basis, which reflects the increased supply chain costs during the year caused by macro-economic factors and continued investment in operational facilities to support the current and continued growth.

The operating profit margin of the company was 8.8% which reflects a significant investment in the infrastructure and leadership of the business to support the rapid growth in turnover in recent years. This investment has provided a more robust platform to support the continued growth in the company.

The net profit before taxation of the company was £4.2m which is £1.3m down on the prior period on an annualised basis due to the above investment.

During the year the employee headcount increased to 148 overall. The company continues to invest in recruiting highly skilled, professional staff and strengthened the leadership team across all key internal functions to provide a strong organisational structure and capabilities to enable future business opportunities and support the company's growth.

The business closed the year with a strong balance sheet and healthy cash flow position.

PRINCIPAL RISKS AND UNCERTAINTIES
The business monitors any key principal risks that could be considered material to have an adverse effect on its activities. The directors and senior management are able to do this by reviewing operational and financial performance to identify any such risks. This is a key point of discussion in management meetings and is always high priority as one of the main areas for consideration. As well as recognising any new challenges, the company strives to adopt current best practice within its market sector.

The business always endeavours to identify any potential risks to activities and adapt the workplace if required for its employees and processes, to enable continuity and support growth.

The business will continue to make key strategic decisions based on the constant changes which are presented.

DEVELOPMENT AND PERFORMANCE OF THE BUSINESS
The company success is driven by our strength in securing high quality products that can be sold at best value prices to a loyal and growing customer base. Keeping up to date with latest trends and marketing our products across various digital platforms allows the business to stay relevant and maintain a profile that facilitates positive trading performance.

Costs are continually monitored with bench marking exercises being undertaken on a regular basis to determine best price / best service both in terms of stock purchases and overhead costs.

Stock management to ensure an efficient cycle is a constant activity, underpinned by strong supplier relationships and internal data analysis which is utilised to inform decision making.

WORKING CAPITAL
The Company meets its day to day working capital requirements through regular receipts from online customers, and trade credit terms secured from suppliers. Sales to other businesses are closely monitored to ensure adherence to agreed credit terms. Stock is regularly reviewed for accuracy, efficiency and ensure that the valuations are in line with UK accounting standards and is deemed fully recoverable.


OHS Holdings Limited (Registered number: 14221107)

Group Strategic Report
for the Year Ended 31 January 2024

CORPORATE AND SOCIAL RESPONSIBILITY
The company recognises its responsibilities in terms of equality and human rights towards its employees and individuals involved with the company. To these ends a high priority is given to ethical considerations in supplier and employee selection and partnership. The company has well established principles in respect of employee welfare and respect for the community. The company is aware of its environmental responsibilities and operates best practices to fulfil these.

ON BEHALF OF THE BOARD:





M Cohen - Director


28 October 2024

OHS Holdings Limited (Registered number: 14221107)

Report of the Directors
for the Year Ended 31 January 2024

The directors present their report with the financial statements of the company and the group for the year ended 31 January 2024.

DIVIDENDS
An interim dividend of £100,472 per share was paid on 20 October 2023. The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 31 January 2024 will be £2,411,325.

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

M Cohen
M Cohen

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group 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 the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 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 directors are 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 each director 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.

ON BEHALF OF THE BOARD:





M Cohen - Director


28 October 2024

Report of the Independent Auditors to the Members of
OHS Holdings Limited

Opinion
We have audited the financial statements of OHS Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year 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 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 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 directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and 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 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 Group 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 Group 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 Group 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
OHS 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 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Report of the Independent Auditors to the Members of
OHS 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 identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

Identifying and assessing potential risks to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

Audit response to risks identified
- the nature of the industry and sector, control environment and business performance;
- results of enquiries of management about their own identification and assessment of the risks of irregularities;
- any matters we identified having obtained and reviewed the Company's documentation of their policies and procedures relating to:
- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of noncompliance;
- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;
- the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;
- the matters discussed among the audit engagement team and involving other internal specialists including tax regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risks of management override.

We also obtained an understanding of the legal and regulatory frameworks that the Company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and local tax legislation.

Audit response to risks identified
As a result of performing the above, we did not identify any key audit matters related to the potential risk of fraud.

Our procedures to respond to risks identified included the following:
- reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
- enquiring of management concerning actual and potential litigation and claims;
- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
- obtained an understanding of provisions and held discussions with management to understand the basis of recognition or non-recognition of tax provisions; and
- in addressing the risks of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members, and remained alert to any indications of fraud or noncompliance with laws and regulations throughout the audit.

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
OHS 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.




Ian Sluckis BA FCA (Senior Statutory Auditor)
for and on behalf of Freedman Frankl & Taylor
Statutory Auditors
Chartered Accountants
Reedham House
31 King Street West
Manchester
M3 2PJ

28 October 2024

OHS Holdings Limited (Registered number: 14221107)

Consolidated
Income Statement
for the Year Ended 31 January 2024

Period
7.7.22
Year Ended to
31.1.24 31.1.23
Notes £    £   

TURNOVER 3 47,764,497 24,962,406

Cost of sales 36,579,668 17,854,466
GROSS PROFIT 11,184,829 7,107,940

Administrative expenses 7,469,691 2,361,783
3,715,138 4,746,157

Other operating income 462,143 111,996
OPERATING PROFIT 5 4,177,281 4,858,153

Interest receivable and similar income 13,680 -
4,190,961 4,858,153

Interest payable and similar expenses 6 8,646 927
PROFIT BEFORE TAXATION 4,182,315 4,857,226

Tax on profit 7 954,402 988,534
PROFIT FOR THE FINANCIAL YEAR 3,227,913 3,868,692
Profit attributable to:
Owners of the parent 2,453,214 2,940,206
Non-controlling interests 774,699 928,486
3,227,913 3,868,692

OHS Holdings Limited (Registered number: 14221107)

Consolidated
Other Comprehensive Income
for the Year Ended 31 January 2024

Period
7.7.22
Year Ended to
31.1.24 31.1.23
Notes £    £   

PROFIT FOR THE YEAR 3,227,913 3,868,692


OTHER COMPREHENSIVE INCOME
Consolidation reserve - 6,264,777
Income tax relating to other comprehensive
income

-

-
OTHER COMPREHENSIVE INCOME FOR
THE YEAR, NET OF INCOME TAX

-

6,264,777
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

3,227,913

10,133,469

Total comprehensive income attributable to:
Owners of the parent 2,453,214 9,204,983
Non-controlling interests 774,699 928,486
3,227,913 10,133,469

OHS Holdings Limited (Registered number: 14221107)

Consolidated Balance Sheet
31 January 2024

2024 2023
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 9 347,798 170,407
Investments 10 - -
347,798 170,407

CURRENT ASSETS
Stocks 11 9,296,878 8,123,933
Debtors 12 3,100,680 5,035,404
Cash at bank 3,511,737 4,928,041
15,909,295 18,087,378
CREDITORS
Amounts falling due within one year 13 7,265,645 10,109,161
NET CURRENT ASSETS 8,643,650 7,978,217
TOTAL ASSETS LESS CURRENT
LIABILITIES

8,991,448

8,148,624

PROVISIONS FOR LIABILITIES 14 63,030 36,794
NET ASSETS 8,928,418 8,111,830

CAPITAL AND RESERVES
Called up share capital 15 10 10
Consolidation Reserve 16 6,264,777 6,264,777
Retained earnings 16 5,393,420 2,940,206
SHAREHOLDERS' FUNDS 11,658,207 9,204,993

NON-CONTROLLING INTERESTS 17 (2,729,789 ) (1,093,163 )
TOTAL EQUITY 8,928,418 8,111,830

The financial statements were approved by the Board of Directors and authorised for issue on 28 October 2024 and were signed on its behalf by:





M Cohen - Director


OHS Holdings Limited (Registered number: 14221107)

Company Balance Sheet
31 January 2024

2024 2023
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 9 - -
Investments 10 8 8
8 8

CURRENT ASSETS
Debtors 12 25,000,002 25,000,002

CREDITORS
Amounts falling due within one year 13 100 100
NET CURRENT ASSETS 24,999,902 24,999,902
TOTAL ASSETS LESS CURRENT
LIABILITIES

24,999,910

24,999,910

CAPITAL AND RESERVES
Called up share capital 15 10 10
Retained earnings 24,999,900 24,999,900
SHAREHOLDERS' FUNDS 24,999,910 24,999,910

Company's profit for the financial year - 24,999,900

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 28 October 2024 and were signed on its behalf by:





M Cohen - Director


OHS Holdings Limited (Registered number: 14221107)

Consolidated Statement of Changes in Equity
for the Year Ended 31 January 2024

Called up
share Retained Consolidation
capital earnings Reserve
£    £    £   

Changes in equity
Issue of share capital 10 - -
Total comprehensive income - 2,940,206 6,264,777
Balance at 31 January 2023 10 2,940,206 6,264,777

Changes in equity
Total comprehensive income - 2,453,214 -
Balance at 31 January 2024 10 5,393,420 6,264,777
Non-controlling Total
Total interests equity
£    £    £   

Changes in equity
Issue of share capital 10 - 10
Dividends - (4,000,000 ) (4,000,000 )
Total comprehensive income 9,204,983 928,486 10,133,469
Non-controlling share on acquisition - 1,978,351 1,978,351
Balance at 31 January 2023 9,204,993 (1,093,163 ) 8,111,830

Changes in equity
Dividends - (2,411,325 ) (2,411,325 )
Total comprehensive income 2,453,214 774,699 3,227,913
Balance at 31 January 2024 11,658,207 (2,729,789 ) 8,928,418

OHS Holdings Limited (Registered number: 14221107)

Company Statement of Changes in Equity
for the Year Ended 31 January 2024

Called up
share Retained Total
capital earnings equity
£    £    £   

Changes in equity
Issue of share capital 10 - 10
Total comprehensive income - 24,999,900 24,999,900
Balance at 31 January 2023 10 24,999,900 24,999,910

Changes in equity
Balance at 31 January 2024 10 24,999,900 24,999,910

OHS Holdings Limited (Registered number: 14221107)

Consolidated Cash Flow Statement
for the Year Ended 31 January 2024

Period
7.7.22
Year Ended to
31.1.24 31.1.23
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 2,452,971 9,517,405
Interest paid (8,646 ) (927 )
Tax paid (1,191,299 ) (568,764 )
Net cash from operating activities 1,253,026 8,947,714

Cash flows from investing activities
Purchase of tangible fixed assets (271,685 ) (51,668 )
Interest received 13,680 -
Net cash from investing activities (258,005 ) (51,668 )

Cash flows from financing activities
Share issue - 10
Net cash acquired with subsidiaries - 31,985
Dividend paid - non-controlling interest (2,411,325 ) (4,000,000 )
Net cash from financing activities (2,411,325 ) (3,968,005 )

(Decrease)/increase in cash and cash equivalents (1,416,304 ) 4,928,041
Cash and cash equivalents at beginning of
year

2

4,928,041

-

Cash and cash equivalents at end of year 2 3,511,737 4,928,041

OHS Holdings Limited (Registered number: 14221107)

Notes to the Consolidated Cash Flow Statement
for the Year Ended 31 January 2024

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS
Period
7.7.22
Year Ended to
31.1.24 31.1.23
£    £   
Profit before taxation 4,182,315 4,857,226
Depreciation charges 94,294 25,618
Finance costs 8,646 927
Finance income (13,680 ) -
4,271,575 4,883,771
(Increase)/decrease in stocks (1,172,945 ) 1,285,966
Decrease/(increase) in trade and other debtors 1,934,724 (4,345,798 )
(Decrease)/increase in trade and other creditors (2,580,383 ) 7,693,466
Cash generated from operations 2,452,971 9,517,405

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 January 2024
31.1.24 1.2.23
£    £   
Cash and cash equivalents 3,511,737 4,928,041
Period ended 31 January 2023
31.1.23 7.7.22
£    £   
Cash and cash equivalents 4,928,041 -


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.2.23 Cash flow At 31.1.24
£    £    £   
Net cash
Cash at bank 4,928,041 (1,416,304 ) 3,511,737
4,928,041 (1,416,304 ) 3,511,737
Total 4,928,041 (1,416,304 ) 3,511,737

OHS Holdings Limited (Registered number: 14221107)

Notes to the Consolidated Financial Statements
for the Year Ended 31 January 2024

1. STATUTORY INFORMATION

OHS Holdings 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 General Information page.

2. ACCOUNTING POLICIES

Basis of consolidation
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.

Basis of consolidation
The group financial statements include the financial statements of the company and all its subsidiary undertakings.

The financial assets and liabilities of the subsidiary undertakings have been included at fair value. The excess of the fair value of the net assets acquired over the purchase consideration for the shares in subsidiary undertakings are recognised in the consolidated financial statements in other comprehensive income as consolidation reserves.

Significant judgements and estimates
In preparing these financial statements, the directors have had to make the following judgements:

1. 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 are 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.

2. Stock
The stock is subject to ongoing review by the Directors. The review takes into account expected future sales of each stock item, both in terms of volume and sales price. Following this assessment, the Directors make a provision for stock items where they judge that the net realisable value is below the cost price.

Turnover
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

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

Interest income
Interest income is recognised in the statement of comprehensive income using the effective interest method.

OHS Holdings Limited (Registered number: 14221107)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 January 2024

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Plant and machinery15% on cost
Fixtures & fittings20% on cost
Motor vehicles25% on cost
Computer equipment33.33% on cost

Tangible fixed assets are recorded at cost less accumulated depreciation and accumulated impairment losses.

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

Taxation
Taxation for the year 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.

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.

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

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.

Going concern
The company and group's financial statements for the year ended 31 January 2024 have been prepared on a going concern basis as, after making appropriate enquiries, the directors have a reasonable expectation that the company and group has adequate resources to continue in operational existence for the foreseeable future.

OHS Holdings Limited (Registered number: 14221107)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 January 2024

3. TURNOVER

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

An analysis of turnover by geographical market is given below:

Period
7.7.22
Year Ended to
31.1.24 31.1.23
£    £   
United Kingdom 46,909,555 24,530,425
Europe 462,666 172,299
United States of America 392,276 259,682
47,764,497 24,962,406

4. EMPLOYEES AND DIRECTORS
Period
7.7.22
Year Ended to
31.1.24 31.1.23
£    £   
Wages and salaries 7,566,823 1,973,729
Social security costs 358,143 94,007
Other pension costs 58,507 11,343
7,983,473 2,079,079

The average number of employees during the year was as follows:
Period
7.7.22
Year Ended to
31.1.24 31.1.23

Senior management 2 2
Sales & administration 24 15
Warehouse 122 60
148 77

Period
7.7.22
Year Ended to
31.1.24 31.1.23
£    £   
Directors' remuneration 110,891 -

OHS Holdings Limited (Registered number: 14221107)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 January 2024

5. OPERATING PROFIT

The operating profit is stated after charging:

Period
7.7.22
Year Ended to
31.1.24 31.1.23
£    £   
Hire of plant and machinery 56,878 13,300
Depreciation - owned assets 94,294 25,619
Auditors' remuneration 25,745 3,378
Other operating leases - land & buildings 640,000 120,000

6. INTEREST PAYABLE AND SIMILAR EXPENSES
Period
7.7.22
Year Ended to
31.1.24 31.1.23
£    £   
Other interest 8,646 927

7. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
Period
7.7.22
Year Ended to
31.1.24 31.1.23
£    £   
Current tax:
UK corporation tax 928,166 972,924

Deferred tax 26,236 15,610
Tax on profit 954,402 988,534

OHS Holdings Limited (Registered number: 14221107)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 January 2024

7. TAXATION - continued

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:

Period
7.7.22
Year Ended to
31.1.24 31.1.23
£    £   
Profit before tax 4,182,315 4,857,226
Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2023 -
19 %)

1,045,579

922,873

Effects of:
Expenses not deductible for tax purposes (53,596 ) 61,137
Capital allowances in excess of depreciation (99 ) -
Depreciation in excess of capital allowances - 4,524
Tax rate change (37,482 ) -
Total tax charge 954,402 988,534

Tax effects relating to effects of other comprehensive income

There were no tax effects for the year ended 31 January 2024.

7.7.22 to 31.1.23
Gross Tax Net
£    £    £   
Consolidation reserve 6,264,777 - 6,264,777

From 1 April 2023, the rate of corporation tax in the United Kingdom increased to 25%.

8. 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.


OHS Holdings Limited (Registered number: 14221107)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 January 2024

9. TANGIBLE FIXED ASSETS

Group
Fixtures
Plant and and Motor Computer
machinery fittings vehicles equipment Totals
£    £    £    £    £   
COST
At 1 February 2023 56,935 21,550 26,295 142,443 247,223
Additions 53,901 3,875 90,072 123,837 271,685
At 31 January 2024 110,836 25,425 116,367 266,280 518,908
DEPRECIATION
At 1 February 2023 8,139 2,404 7,672 58,601 76,816
Charge for year 13,196 4,474 21,014 55,610 94,294
At 31 January 2024 21,335 6,878 28,686 114,211 171,110
NET BOOK VALUE
At 31 January 2024 89,501 18,547 87,681 152,069 347,798
At 31 January 2023 48,796 19,146 18,623 83,842 170,407

10. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
£   
COST
At 1 February 2023
and 31 January 2024 8
NET BOOK VALUE
At 31 January 2024 8
At 31 January 2023 8

OHS Holdings Limited (Registered number: 14221107)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 January 2024

10. FIXED ASSET INVESTMENTS - continued

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiaries

OHS Midco Limited
Registered office: Pin Mill House, Priestley Road, Worsley, Manchester M28 2LX
Nature of business: Non-trading
%
Class of shares: holding
Ordinary 76.00
2024
£   
Aggregate capital and reserves 10

Online Home Shop Limited - Indirectly held
Registered office: Pin Mill House, Priestley Road, Worsley, Manchester M28 2LX
Nature of business: Online retail of homewares.
%
Class of shares: holding
Ordinary 100.00
2024 2023
£    £   
Aggregate capital and reserves 8,928,508 8,111,920
Profit for the year/period 816,588 368,914


11. STOCKS

Group
2024 2023
£    £   
Goods for resale 9,296,878 8,123,933

12. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2023 2024 2023
£    £    £    £   
Trade debtors 2,280,354 4,558,932 - -
Amounts owed by group undertakings - - 24,999,992 24,999,992
Other debtors 579,948 438,323 10 10
Prepayments 240,378 38,149 - -
3,100,680 5,035,404 25,000,002 25,000,002

OHS Holdings Limited (Registered number: 14221107)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 January 2024

13. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2023 2024 2023
£    £    £    £   
Trade creditors 3,551,770 2,856,904 - -
Amounts owed to group undertakings - - 100 100
Tax 378,166 641,299 - -
Social security and other taxes 2,042,502 2,198,883 - -
Other creditors 492,173 4,005,638 - -
Accrued expenses 801,034 406,437 - -
7,265,645 10,109,161 100 100

14. PROVISIONS FOR LIABILITIES

Group
2024 2023
£    £   
Deferred tax 63,030 36,794

Group
Deferred
tax
£   
Balance at 1 February 2023 36,794
Charge to Income Statement during year 26,236
Balance at 31 January 2024 63,030

Analysis of deferred tax balance

2024 2023
£ £
Accelerated capital allowances 63,030 36,794

15. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: £    £   
100 Ordinary A 2p 2 2
100 Ordinary B 4p 4 4
100 Ordinary C 4p 4 4
10 10

OHS Holdings Limited (Registered number: 14221107)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 January 2024

16. RESERVES

Group
Retained Consolidation
earnings Reserve Totals
£    £    £   

At 1 February 2023 2,940,206 6,264,777 9,204,983
Profit for the year 2,453,214 2,453,214
At 31 January 2024 5,393,420 6,264,777 11,658,197


17. NON-CONTROLLING INTERESTS

The minority interest represents 24% of the share capital of OHS Midco Limited.

18. DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

During the year, the group paid donations amounting to £143,158 to charities in which the directors of the company and group are trustees.

19. RELATED PARTY DISCLOSURES

Entities over which the entity has control, joint control or significant influence
2024 2023
£    £   
Sales & services 3,919,214 3,928,395
Goods & services 770,000 1,298,409
Amount due from related party 982,958 2,500,447
Amount due to related party 550,214 4,037,000

20. ULTIMATE CONTROLLING PARTY

The company and group are under the control of its directors.