Company registration number 13578795 (England and Wales)
BOCATA SUB LIMITED
ANNUAL REPORT AND
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 JANUARY 2024
PAGES FOR FILING WITH REGISTRAR
BOCATA SUB LIMITED
CONTENTS
Page
Balance sheet
1 - 2
Statement of changes in equity
3
Notes to the financial statements
4 - 10
BOCATA SUB LIMITED
BALANCE SHEET
AS AT
31 JANUARY 2024
31 January 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
4
1,221,872
1,289,441
Tangible assets
5
44,300
54,103
1,266,172
1,343,544
Current assets
Stocks
20,582
21,750
Debtors
6
37,611
68,573
Cash at bank and in hand
56,319
88,304
114,512
178,627
Creditors: amounts falling due within one year
7
(289,792)
(322,902)
Net current liabilities
(175,280)
(144,275)
Total assets less current liabilities
1,090,892
1,199,269
Creditors: amounts falling due after more than one year
8
(1,104,668)
(1,231,641)
Net liabilities
(13,776)
(32,372)
Capital and reserves
Called up share capital
100
100
Profit and loss reserves
(13,876)
(32,472)
Total equity
(13,776)
(32,372)
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
BOCATA SUB LIMITED
BALANCE SHEET (CONTINUED)
AS AT
31 JANUARY 2024
31 January 2024
- 2 -
For the financial year ended 31 January 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
These financial statements have been prepared and delivered 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 29 October 2024 and are signed on its behalf by:
R Tulloch
Director
Company Registration No. 13578795
BOCATA SUB LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2024
- 3 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 February 2022
100
(44,426)
(44,326)
Year ended 31 January 2023:
Profit and total comprehensive income
-
11,954
11,954
Balance at 31 January 2023
100
(32,472)
(32,372)
Year ended 31 January 2024:
Profit and total comprehensive income
-
18,596
18,596
Balance at 31 January 2024
100
(13,876)
(13,776)
BOCATA SUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
- 4 -
1
Accounting policies
Company information
Bocata Sub Limited is a private company limited by shares incorporated in England and Wales. The registered office is 15 Coley Hill, Reading, Berkshire, RG1 6AE.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention,. The principal accounting policies adopted are set out below.
1.2
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.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.3
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is twenty years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
BOCATA SUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 5 -
1.4
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation 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:
Franchise rights
20 years straight line
1.5
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:
Plant and equipment
5 years straight line
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.
1.6
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible 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.
BOCATA SUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 6 -
1.7
Stocks
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.
1.8
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.9
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.
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.
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.
BOCATA SUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 7 -
1.10
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.
1.11
Employee benefits
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
1.12
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.13
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
2
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.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
54
54
BOCATA SUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 8 -
4
Intangible fixed assets
Goodwill
Franchise rights
Total
£
£
£
Cost
At 1 February 2023 and 31 January 2024
335,000
1,016,379
1,351,379
Amortisation and impairment
At 1 February 2023
15,354
46,584
61,938
Amortisation charged for the year
16,750
50,819
67,569
At 31 January 2024
32,104
97,403
129,507
Carrying amount
At 31 January 2024
302,896
918,976
1,221,872
At 31 January 2023
319,646
969,795
1,289,441
5
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 February 2023
66,200
Additions
4,702
Disposals
(1,200)
At 31 January 2024
69,702
Depreciation and impairment
At 1 February 2023
12,097
Depreciation charged in the year
13,765
Eliminated in respect of disposals
(460)
At 31 January 2024
25,402
Carrying amount
At 31 January 2024
44,300
At 31 January 2023
54,103
BOCATA SUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 9 -
6
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
21,407
32,148
Amounts owed by group undertakings
2,880
Other debtors
13,324
36,425
37,611
68,573
7
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans
77,071
73,175
Trade creditors
27,353
54,440
Amounts owed to group undertakings
33,810
46,410
Taxation and social security
29,156
30,464
Other creditors
122,402
118,413
289,792
322,902
8
Creditors: amounts falling due after more than one year
2024
2023
£
£
Bank loans and overdrafts
488,168
565,141
Other creditors
616,500
666,500
1,104,668
1,231,641
Included in Other creditors due after one year is a loan from a Director, of £283,200 (2023: £283,200). The loan is interest free and repayable after the B Ordinary Shares are redeemed which is at the earliest, 2 December 2028.
Included in Other creditors due after one year is a loan from a company that is controlled by a Director, of £283,300(2023: £283,300). The loan is interest free and repayable after the Director's Loan, referred to above, is repaid and the B Ordinary Shares are redeemed which is at the earliest, 2 December 2028.
Included in bank loans is a loan from Lloyds Bank Plc. This loan was drawn down on 23 February 2022 and was for £710.500. This loan is for eight years and interest is payable at 1.8% above the Bank of England Base Rate. This loan is secured by way of a fixed charge and a fixed and floating charge over the assets of the company.
BOCATA SUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 10 -
9
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2024
2023
£
£
721,751
807,752
10
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Loan
2024
2023
£
£
Entities with control, joint control or significant influence over the company
2,880
-
2024
2023
Amounts due to related parties
£
£
Entities with control, joint control or significant influence over the company
283,300
-
Other related parties
283,200
-
The following amounts were outstanding at the reporting end date:
2024
2023
Amounts due from related parties
£
£
Entities with control, joint control or significant influence over the company
2,880
-
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