Company Registration No. 07406020 (England and Wales)
VENKYS LONDON LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 MARCH 2024
31 March 2024
PM+M Solutions for Business LLP
Chartered Accountants
New Century House
Greenbank Technology Park
Challenge Way
Blackburn
Lancashire
BB1 5QB
VENKYS LONDON LIMITED
COMPANY INFORMATION
Directors
Mrs Anuradha J Desai
Mr B Venkatesh Rao
Mr B Balaji Rao
Mr Jitendra M Desai
Company number
07406020
Registered office
Squire Patton Boggs (UK) LLP (Ref:CSU)
60 London Wall
London
England
EC2M 5TQ
Auditor
PM+M Solutions for Business LLP
New Century House
Greenbank Technology Park
Challenge Way
Blackburn
Lancashire
BB1 5QB
VENKYS LONDON LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 9
Group statement of comprehensive income
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 34
VENKYS LONDON LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 1 -

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

Review of the business

Turnover from continuing activities is attributable to the operations of The Blackburn Rovers Football and Athletic Limited (“the Club”), including its subsidiary, Blackburn Rovers Women Football Club Limited.

The increase in turnover to £22.7m (2023: £19.9m), includes increases across all commercial revenue streams. The year ended 31 March 2024 showed increases of £1.0m in sponsorship, £0.4m in each of season tickets, match tickets and hospitality, together with the Clubs’ retail operation delivering an increase in turnover of £0.2m.

Operating expenditure increased by £1.6m to £43.0m, mainly due to a rise in utility costs across all sites of £0.9m. Wages and salaries increased by £0.2m and the increase in commercial revenues was reflected in an increase in cost of sales of £0.3m.

The reduction in interest receivable to £0.2m from £0.8m reflects the settling of the loan relating to the sale of the Club’s Senior Training Facility in 2021. The Club continues to lease the facility and the rent payable for the year to March 2024 was £0.4m (2023: £0.4m).

The Club remains focused on attaining success on the pitch whilst ensuring compliance with the League’s Profit and Sustainability rules. Driving commercial revenues is key to the long-term success of the Club alongside developing players through the academy. This focus enabled the Club to make appropriate changes to the playing squad, resulting in a profit on disposal of player assets of £22.9m (2023: £0.8m).

As a result of the above, a profit before tax arose of £1.8m (2023: loss £20.8m).

Throughout the year, Blackburn Rovers Women Football Club Limited, a subsidiary of The Blackburn Rovers Football and Athletic Club Limited, continued to operate. The Club separates the activities of women's and girls’ football from the main club.

Principal risks and uncertainties

The board constantly monitors new developments and assesses the threats to the business by close monitoring of the sectors in which it operates.

 

The board considers the carrying value of the company's investment in its subsidiary of £86.1m (2023 - £64.4m) to be a fair value of the investment at 31 March 2024. The board has also assessed the recoverability of the receivable due from its subsidiary, of £134m (2023 - £144.8m), and do not consider a provision against non-recovery to be required. The receivable balance remains disclosed as due within one year since there are no contractual terms in place for repayment.

 

The club finished 19th (2023 - 7th) in the 2023/2024 season in the Championship.

 

Business risks identified include the challenges the Club will face to maintain and improve its league status. During the year under review, the Club was FFP compliant and traded without restriction.

The board ensures compliance with all relevant rules and regulations, in particular those laid down by the FA, Football League, Premier League, UEFA and FIFA. Any change to the regulations of these bodies could have an impact on the company as they cover areas such as competition format, distribution of media income, player eligibility and operation of the transfer market. The board ensures compliance with all relevant rules and regulations and monitors the impact of any potential changes.

VENKYS LONDON LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -
Going concern

The group had net current liabilities of £4,365,749 as at 31 March 2024 (2023 - £18,851,338) and reported an operating loss, before changes in intangible fixed assets, of £21,036,122 for the year ended 31 March 2024 (2023 - £21,670,233). In common with many football clubs, the group's main subsidiary, The Blackburn Rovers Football & Athletic Limited ("BRFC"), may continue to make operating losses and incur net cash outflows depending on a number of variables, including the success of the team in league and cup competitions and the level of transfer activity.

 

BRFC is funded through a bank overdraft facility and shareholder loans, and in view of the current financial position, it remains reliant on its ability to maintain existing and obtain additional funding as necessary.

 

In managing the finances of BRFC, the directors remain mindful of the need to ensure it will comply with the Championship Profitability and Sustainability rules.

 

As part of the directors' assessment of going concern for the group. they have prepared detailed cash flow forecasts for the period to the end of June 2025 and outline forecasts for a further 3 years beyond that. These forecasts indicate that BRFC will require significant funding in addition to the current facilities available to it. The bank overdraft facility was renewed in May 2024 for a further period of 12 months.

 

The amount of additional funding required will be dependent on the net proceeds of any player trading, on field performance, and availability of bank facilities. In view of this the directors have received confirmation from the ultimate parent company, Venkateshwara Hatcheries Private Limited ("VHPL"), that it has sufficient funds and is willing to provide such additional financing as may be required to fund BRFC, to the extent necessary for it to continue to trade and to pay its liabilities as and when they become due, for the 12 months following approval of these financial statements and thereafter for the foreseeable future even in the event of the bank facility not being renewed.

 

Further, the ultimate parent company, Venkateshwara Hatcheries Private Limited, has confirmed that it will not recall the amount outstanding of £133,972,098, included in creditors due in less than one year within the balance sheet of BRFC as at 31 March 2024, within twelve months from the date of approval of these financial statements.

 

The directors would like to bring to the attention of readers of these financial statements, of an ongoing legal matter involving the ultimate parent company, Venkateshwara Hatcheries Private Limited and the Directorate of Enforcement (“ED”) in India, whereby the ED have queried the application of funds by one of its subsidiaries, based in the UK, of funds remitted to them by VHPL. It is important to note that this does not include remittances made to The Blackburn Rovers Football & Athletic Limited (“BRFC”).

 

The matter has resulted in the temporary suspension by the ED of remittance of funds to all the overseas subsidiaries of VHPL, including BRFC through its intermediate holding company, Venky’s London Limited (“VLL”), by VHPL.

 

It should be noted that approval for interim remittances to support the operational funding requirements of BRFC has been granted on two previous occasions, following successful petitions made by VHPL, namely on 23 June 2023 for £3,540,000 and 31 October 2023 for £11,000,000. These successful petitions have continued to allow the company to meet its statutory liabilities as they fall due. The directors believe therefore that these previous two successful petitions have established a precedent for future funding requests being granted.

 

Further, the directors note, as per a Court Order issued by the High Court of Delhi at New Delhi dated 31 October 2023, there have been no adverse findings specifically in relation to BRFC, and BRFC is not under any investigation by the ED. BRFC has met and continues to meet its liabilities, including salaries, Pay As You Earn, National Insurance and Value Added Tax, all on a timely basis.

 

The directors have maintained liquidity through a combination of cashflow management and utilisation of player sale proceeds, primarily in the transfer window of August 2023. Furthermore, BRFC has remained compliant with all relevant statutory and football authority regulations (including Profit and Sustainability regulations) in the period under review. As noted above, precedent for funding requests being granted has been set. In addition, the directors of BRFC have received confirmation from VHPL that it has sufficient funds and is willing to provide additional financing as may be required to continue to fund BRFC to the extent necessary for the company to continue to trade and to pay its liabilities as and when they become due, for at least twelve months from the date of signing these financial statements and thereafter for the foreseeable future.

VENKYS LONDON LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 3 -
A material uncertainty exists therefore due to the ability to remit sufficient funds to BRFC by VHPL not being in the
control, at the time of the approval of these financial statements, of VHPL. If the court does not permit the release
of future funds, there will be a significant impact on BRFC's ability to continue to trade and therefore on this group
remaining a going concern.
However, on the basis of the precedent set by two previous petitions made by VHPL in India, the directors believe
any future requests will be successful. They, therefore, maintain that the going concern basis of preparation of these
financial statements remains appropriate.
Key performance indicators
2023/24
2022/23
Championship
Championship
£m
£m
Turnover
22.7
19.9
Wages and salaries
26.0
25.8
Other operating expenses
- non exceptional
16.9
15.6
Operating profit/( loss)
(20.4)
(21.5)
Interest payable net of interest receivable
(0.7)
(0.1)
Loss before trading of intangible assets
(21)
(21.6)
Profit on sale of intangible assets
22.9
0.8
Profit/(loss) before tax
1.8
(20.8)
Increase/(decrease) in cash
10.3
(3.9)
Closing cash and cash equivalents
(3.7)
(13.9)
League finishing position
19th
7th
Average league attendance
15,584
14,816
Wage to turnover ratio %
115%
130%

On behalf of the board

Mr Jitendra M Desai
Director
9 July 2024
VENKYS LONDON LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 4 -

The directors present their annual report and financial statements for the year ended 31 March 2024.

Principal activities

The principal activity of the company is investing in commercial and sporting ventures and the principal activity of the group is presently that of a professional football club (The Blackburn Rovers Football and Athletic Limited) with related commercial activities.

Results and dividends

The results for the year are set out on page 10.

No ordinary dividends were paid.The directors are unable to recommend payment of a final dividend.

Directors

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

Mrs Anuradha J Desai
Mr B Venkatesh Rao
Mr B Balaji Rao
Mr Jitendra M Desai
Going concern

The directors would like to refer to the Strategic Report on page 2 and the accounting policy in note 1.3 to the financial statements which set out a detailed explanation on judgements made by the directors in this regard.

 

The directors continue to adopt the going concern basis in preparing the financial statements.

Post reporting date events

Post balance sheet events are disclosed in note 27 to the financial statements.

Future developments

The board endeavours to keep up to date with new developments occurring in the market segment in which the company and group operates.

Auditor

The auditor, PM+M Solutions for Business LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

VENKYS LONDON LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 5 -
Statement of directors' responsibilities

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

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

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
Mr Jitendra M Desai
Director
9 July 2024
VENKYS LONDON LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF VENKYS LONDON LIMITED
- 6 -
Opinion

We have audited the financial statements of Venkys London Limited (the 'parent company') and its subsidiary (the 'group') for the year ended 31 March 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and the 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 FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material uncertainty related to going concern

 

We draw attention to note 1.3 of the financial statements, which explains the ongoing legal matter involving the group and the resulting impact on its current ability to remit funds to its overseas subsidiaries, including this group and company. Until such time as the legal matter is concluded satisfactorily, thereby enabling the ultimate parent company to freely remit funds to its overseas subsidiaries, including this group and company, a material uncertainty exists that may cast significant doubt on the group and the company's ability to continue as a going concern.

 

Our opinion is not modified in this respect.

 

Emphasis of matter regarding the carrying value of the investment in its subsidiary and the company's receivable

 

We draw attention to the disclosures in the Strategic Report regarding the carrying value of the company's investment in its subsidiary, amounting to £86.1m and the company's receivable, due from its subsidiary, amounting to £134m. This emphasis of matter has no effect on the financial statements of the group and is in relation to the company only.

 

The directors are of the opinion that the carrying value of the investment is not impaired nor that there is any doubt as to the recoverability of the receivable. Accordingly, there are no such adjustments to the amount of these assets as included in the company's financial statements at 31 March 2024. The directors set out the basis of this opinion in note 1.18 to these financial statements.

 

Our opinion on the company's financial statements remains unqualified.

VENKYS LONDON LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VENKYS LONDON LIMITED
- 7 -

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

Matters on which we are required to report by exception

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

 

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

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

VENKYS LONDON LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VENKYS LONDON LIMITED
- 8 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

 

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The 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 related to irregularities

 

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

 

 

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: timing of recognition of commercial income, posting of unusual journals and complex transactions; and manipulating the Company's performance profit measures and other key performance indicators to meet remuneration targets, externally communicated targets and English Football League Profit and Sustainability requirements. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk 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 UK Companies Act, employment law, health and safety, pensions legislation, tax legislation and football governing body regulations.

VENKYS LONDON LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VENKYS LONDON LIMITED
- 9 -

Audit response to risks identified

Our procedures to respond to risks identified included the following:

 

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

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

Miss Helen Louise Clayton BSc FCA
Senior Statutory Auditor
For and on behalf of PM+M Solutions for Business LLP
9 July 2024
Chartered Accountants
Statutory Auditor
New Century House
Greenbank Technology Park
Challenge Way
Blackburn
Lancashire
BB1 5QB
VENKYS LONDON LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024
- 10 -
2024
2023
Notes
£
£
Turnover
3
22,660,962
19,871,357
Administrative expenses
(43,028,693)
(41,411,818)
Operating loss
4
(20,367,731)
(21,540,461)
Interest receivable and similar income
7
215,920
769,149
Interest payable and similar expenses
8
(884,311)
(898,921)
Profit on disposal of intangible fixed assets
22,861,775
820,494
Profit/(loss) before taxation
1,825,653
(20,849,739)
Tax on profit/(loss)
9
-
0
-
0
Profit/(loss) for the financial year
22
1,825,653
(20,849,739)
Profit/(loss) for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.

The Statement of Comprehensive Income has been prepared on the basis that all operations are continuing operations.

VENKYS LONDON LIMITED
GROUP BALANCE SHEET
AS AT 31 MARCH 2024
31 March 2024
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Negative goodwill
10
(6,008,047)
(6,234,111)
Other intangible assets
10
3,642,816
5,158,435
Total intangible assets
(2,365,231)
(1,075,676)
Tangible assets
11
36,191,743
37,164,885
33,826,512
36,089,209
Current assets
Stocks
13
309,913
234,058
Debtors falling due after more than one year
14
12,250,000
-
Debtors falling due within one year
14
1,835,638
8,300,116
Cash at bank and in hand
277,556
608,369
14,673,107
9,142,543
Creditors: amounts falling due within one year
15
(19,038,856)
(27,993,881)
Net current liabilities
(4,365,749)
(18,851,338)
Total assets less current liabilities
29,460,763
17,237,871
Creditors: amounts falling due after more than one year
16
(2,289,589)
(2,892,350)
Net assets
27,171,174
14,345,521
Capital and reserves
Called up share capital
21
230,083,420
219,083,420
Profit and loss reserves
22
(202,918,941)
(204,744,594)
Equity attributable to owners of the parent company
27,164,479
14,338,826
Non-controlling interests
6,695
6,695
27,171,174
14,345,521

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 9 July 2024 and are signed on its behalf by:
09 July 2024
Mr Jitendra M Desai
Director
Company registration number 07406020 (England and Wales)
VENKYS LONDON LIMITED
COMPANY BALANCE SHEET
AS AT 31 MARCH 2024
31 March 2024
- 12 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
12
86,129,101
64,473,101
Current assets
Debtors
14
133,972,098
144,777,056
Cash at bank and in hand
480
316
133,972,578
144,777,372
Creditors: amounts falling due within one year
15
(22,560)
(18,000)
Net current assets
133,950,018
144,759,372
Net assets
220,079,119
209,232,473
Capital and reserves
Called up share capital
21
230,083,420
219,083,420
Profit and loss reserves
22
(10,004,301)
(9,850,947)
Total equity
220,079,119
209,232,473

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £153,354 (2023 - £246,340 loss).

The financial statements were approved by the board of directors and authorised for issue on 9 July 2024 and are signed on its behalf by:
09 July 2024
Mr Jitendra M Desai
Director
Company registration number 07406020 (England and Wales)
VENKYS LONDON LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 13 -
Share capital
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
Balance at 1 April 2022
216,704,220
(183,894,855)
32,809,365
6,695
32,816,060
Year ended 31 March 2023:
Loss and total comprehensive income for the year
-
(20,849,739)
(20,849,739)
-
(20,849,739)
Issue of share capital
21
2,379,200
-
2,379,200
-
2,379,200
Balance at 31 March 2023
219,083,420
(204,744,594)
14,338,826
6,695
14,345,521
Year ended 31 March 2024:
Profit and total comprehensive income for the year
-
1,825,653
1,825,653
-
1,825,653
Issue of share capital
21
11,000,000
-
11,000,000
-
11,000,000
Balance at 31 March 2024
230,083,420
(202,918,941)
27,164,479
6,695
27,171,174
VENKYS LONDON LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 14 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 April 2022
216,704,220
(9,604,607)
207,099,613
Year ended 31 March 2023:
Loss and total comprehensive income for the year
-
(246,340)
(246,340)
Issue of share capital
21
2,379,200
-
2,379,200
Balance at 31 March 2023
219,083,420
(9,850,947)
209,232,473
Year ended 31 March 2024:
Loss and total comprehensive income for the year
-
(153,354)
(153,354)
Issue of share capital
21
11,000,000
-
11,000,000
Balance at 31 March 2024
230,083,420
(10,004,301)
220,079,119
VENKYS LONDON LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2024
- 15 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
30
(4,916,331)
(4,668,988)
Interest paid
(884,311)
(898,921)
Net cash outflow from operating activities
(5,800,642)
(5,567,909)
Investing activities
Purchase of intangible assets
(2,019,513)
(4,417,573)
Proceeds on disposal of intangibles
10,616,438
6,212,031
Purchase of tangible fixed assets
(638,294)
(262,756)
Proceeds on disposal of tangible fixed assets
26,970
1,083
Interest received
215,920
769,149
Net cash generated from investing activities
8,201,521
2,301,934
Financing activities
Proceeds from issue of shares
11,000,000
2,379,200
Repayment of borrowings
(2,971,268)
(2,971,266)
Payment of finance leases obligations
(147,117)
(72,273)
Net cash generated from/(used in) financing activities
7,881,615
(664,339)
Net increase/(decrease) in cash and cash equivalents
10,282,494
(3,930,314)
Cash and cash equivalents at beginning of year
(13,962,749)
(10,032,435)
Cash and cash equivalents at end of year
(3,680,255)
(13,962,749)
Relating to:
Cash at bank and in hand
277,556
608,369
Bank overdrafts included in creditors payable within one year
(3,957,811)
(14,571,118)
VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 16 -
1
Accounting policies
Company information

Venkys London Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is c/o Squire Patton Boggs (UK) LLP, 60 London Wall, London EC2M 5TQ.

 

The group consists of Venkys London Limited and its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

 

1.2
Basis of consolidation

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. In the consolidated group accounts, the excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 17 -

The consolidated financial statements incorporate those of Venkys London Limited and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes.

 

All financial statements are made up to 31 March 2024, although the statutory year ends are 30 June. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.


Non-controlling interests represent the nominal value of the share capital held by non-controlling shareholders in subsidiaries. No proportion of the deficit on accumulated reserves has been allocated.

1.3
Going concern
The group had net current liabilities of £4,365,749 as at 31 March 2024 (2023 - £18,851,338) and reported an operating loss, before changes in intangible fixed assets, of £21,036,122 for the year ended 31 March 2024 (2023 - £21,670,233).  In common with many football clubs, the group's main subsidiary, The Blackburn Rovers Football & Athletic Limited ("BRFC"), may continue to make operating losses and incur net cash outflows depending on a number of variables, including the success of the team in league and cup competitions and the level of transfer activity.

BRFC is funded through a bank overdraft facility and shareholder loans, and in view of the current financial position, it remains reliant on its ability to maintain existing and obtain additional funding as necessary.

In managing the finances of BRFC, the directors remain mindful of the need to ensure it will comply with the Championship Profitability and Sustainability rules.

As part of the directors' assessment of going concern for the group. they have prepared detailed cash flow forecasts for the period to the end of June 2025 and outline forecasts for a further 3 years beyond that. These forecasts indicate that BRFC will require significant funding in addition to the current facilities available to it. The bank overdraft facility was renewed in May 2024 for a further period of 12 months.

The amount of additional funding required will be dependent on the net proceeds of any player trading, on field performance, and availability of bank facilities. In view of this the directors have received confirmation from the ultimate parent company, Venkateshwara Hatcheries Private Limited ("VHPL"), that it has sufficient funds and is willing to provide such additional financing as may be required to fund BRFC, to the extent necessary for it to continue to trade and to pay its liabilities as and when they become due, for the 12 months following approval of these financial statements and thereafter for the foreseeable future even in the event of the bank facility not being renewed.

Further, the ultimate parent company, Venkateshwara Hatcheries Private Limited, has confirmed that it will not recall the amount outstanding of £133,972,098, included in creditors due in less than one year within the balance sheet of BRFC as at 31 March 2024, within twelve months from the date of approval of these financial statements.
VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 18 -
The directors would like to bring to the attention of readers of these financial statements, of an ongoing legal matter involving the ultimate parent company, Venkateshwara Hatcheries Private Limited and the Directorate of Enforcement (“ED”) in India, whereby the ED have queried the application of funds by one of its subsidiaries, based in the UK, of funds remitted to them by VHPL.  It is important to note that this does not include remittances made to The Blackburn Rovers Football & Athletic Limited (“BRFC”).

The matter has resulted in the temporary suspension by the ED of remittance of funds to all the overseas subsidiaries of VHPL, including BRFC through its intermediate holding company, Venky's London Limited (“VLL”), by VHPL.

It should be noted that approval for interim remittances to support the operational funding requirements of BRFC has been granted on two previous occasions, following successful petitions made by VHPL, namely on 23 June 2023 for £3,540,000 and 31 October 2023 for £11,000,000.  These successful petitions have continued to allow the company to meet its statutory liabilities as they fall due.  The directors believe therefore that these previous two successful petitions have established a precedent for future funding requests being granted.

Further, the directors note, as per a Court Order issued by the High Court of Delhi at New Delhi dated 31 October 2023, there have been no adverse findings specifically in relation to BRFC, and BRFC is not under any investigation by the ED. BRFC has met and continues to meet its liabilities, including salaries, Pay As You Earn, National Insurance and Value Added Tax, all on a timely basis.

The directors have maintained liquidity through a combination of cashflow management and utilisation of player sale proceeds, primarily in the transfer window of August 2023. Furthermore, BRFC has remained compliant with all relevant statutory and football authority regulations (including Profit and Sustainability regulations) in the period under review. As noted above, precedent for funding requests being granted has been set. In addition, the directors of BRFC have received confirmation from VHPL that it has sufficient funds and is willing to provide additional financing as may be required to continue to fund BRFC to the extent necessary for the company to continue to trade and to pay its liabilities as and when they become due, for at least twelve months from the date of signing these financial statements and thereafter for the foreseeable future.
A material uncertainty exists therefore due to the ability to remit sufficient funds to BRFC by VHPL not being in the control, at the time of the approval of these financial statements, of VHPL.  If the court does not permit the release of future funds, there will be a significant impact on BRFC's ability to continue to trade and therefore on this group remaining a going concern.

However, on the basis of the precedent set by two previous petitions made by VHPL in India, the directors believe any future requests will be successful. They, therefore, maintain that the going concern basis of preparation of these financial statements remains appropriate.

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
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.

 

Gate receipt and other matchday revenue is recognised over a football season as the matches occur. Merchandising income is recognised at the point of sale. Other revenue comprising media and commercial income is apportioned evenly over the football season or contract term as appropriate.

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.

VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 19 -
1.5
Intangible fixed assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Goodwill is the difference between amounts paid on the acquisition of a business and the fair value of the identifiable assets and liabilities. It is amortised to the profit and loss account over its estimated economic life.


Negative goodwill arising on acquisition is included within fixed assets and released to the profit and loss account in the periods in which the fair values of the non-monetary assets purchased in the same acquisition are recovered whether through depreciation or sale.

 

The costs associated with the acquisition of new players' registrations are capitalised as intangible fixed assets. These costs are fully amortised, in equal annual instalments, over the period of the players' initial contract. The external costs of securing an extension or renewal of an existing contract for both internally produced and externally purchased players are capitalised and amortised over the period of the players' new contract.

Signing on fees and other contingent fees payable to players as a result of the occurrence of one or more uncertain events are expensed when the event occurs.

1.6
Tangible fixed assets

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

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

Freehold land and buildings
2% per annum on cost
Fixtures and fittings
10% per annum on cost
Computers
20% per annum on cost
Motor vehicles
25% per annum on cost

Freehold land and assets in the course of construction are not depreciated.

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 recognised in the profit and loss account.

1.7
Fixed asset investments

Investments in subsidiaries are measured at cost less any accumulated impairment losses.

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

Other investments held as fixed assets are measured at cost less provision for impairment.

VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 20 -
1.8
Impairment of fixed assets

At each reporting period end date, the group 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.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

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.

1.9
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.

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.

1.10
Cash at bank and in hand

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.

1.11
Financial instruments

The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.

VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 21 -
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.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

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 group after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies, 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.

 

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.

1.12
Equity instruments

Equity instruments issued by the group 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 group.

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 22 -
1.15
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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 leased asset are consumed.

1.16
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.


Deferred grants are release over the life of the assets to which they relate.

1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.18

Intra-group investments and loans

As disclosed in the Strategic Report and disclosed as an Emphasis of Matter in the Audit Report, the company has an investment of £86.1m in the shares of The Blackburn Rovers Football and Athletic Limited, a subsidiary of the company and has also advanced funds, amounting to £134m, to this subsidiary.

 

The directors are of the opinion that promotion to the Premier League would facilitate the repayment of the funds advanced and would also enhance the market valuation of BRFC to support the current carrying value of the investment.

 

Therefore, the investment and the advanced funds disclosed within this company's balance sheet have not been impaired at the balance sheet date.

VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 23 -
2
Judgements and key sources of estimation uncertainty

In the application of the group’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.

 

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.


Impairment of fixed assets and release of negative goodwill

 

An impairment loss is recognised whenever the carrying amount of an asset or its income-generating unit exceeds its recoverable amount. Impairment losses are recognised in the profit and loss account.

 

Negative goodwill arising on acquisition is included within fixed assets and released to the profit and loss account in the periods in which the fair values of the non-monetary assets purchased in the same acquisition are recovered whether through depreciation or sale.

 

The carrying value of tangible fixed assets is an area where the directors exercise their judgement over useful lives and residual values.

 

Intra-group investments and loans


The valuation of intra-group investments and loans is an area where the directors exercise their judgement. See note 1.18 for details, together with related disclosures in the Strategic Report and the Emphasis of Matter paragraph in the Audit Report.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Matchday
5,076,360
4,693,550
Media
9,549,294
9,214,625
Commercial
8,035,308
5,963,182
22,660,962
19,871,357
2024
2023
£
£
Other revenue
Interest income
215,920
769,149

All turnover arose within the United Kingdom.

VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 24 -
4
Operating loss
2024
2023
£
£
Operating loss for the year is stated after charging/(crediting):
Fees payable to the group's auditor for the audit of the group's financial statements
21,910
20,250
Depreciation of owned tangible fixed assets
1,510,039
1,498,095
Depreciation of tangible fixed assets held under finance leases
93,710
75,172
Loss/(profit) on disposal of tangible fixed assets
139,990
(1,083)
Amortisation of intangible assets
2,447,211
3,337,575
Operating lease charges
34,958
382,883
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
21,910
20,250
For other services
Taxation compliance services
3,675
6,750
All other non-audit services
38,837
34,930
42,512
41,680
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Football players and management
150
145
-
-
Commercial, sponsorship, media and advertising
22
21
-
-
Administration
26
25
4
4
Building, ground and pitch maintenance
31
32
-
-
Total
229
223
4
4
VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
6
Employees
(Continued)
- 25 -

Their aggregate remuneration comprised:

Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
22,852,198
22,519,041
-
0
-
0
Social security costs
2,974,530
3,118,857
-
0
-
0
Pension costs
216,106
170,275
-
0
-
0
26,042,834
25,808,173
-
0
-
0
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Other interest income
215,920
769,149
8
Interest payable and similar expenses
2024
2023
£
£
Interest on bank overdrafts and loans
858,450
883,238
Interest on finance leases and hire purchase contracts
25,861
15,683
Total finance costs
884,311
898,921

 

 

 

 

 

 

 

VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 26 -
9
Taxation

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

2024
2023
£
£
Profit/(loss) before taxation
1,825,653
(20,849,739)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.00%)
456,413
(3,961,450)
Change in unrecognised deferred tax assets
(456,413)
3,961,450
Taxation charge
-
-

Taxable losses from previous years are available to offset against future taxable profits. A deferred tax asset has not been recognised in respect of these losses as the group does not anticipate taxable profits to arise within the immediate future. The estimated value of the deferred tax asset not recognised, measured at the expected future standard rate of 25% is £65m (2023 - £66m).

10
Intangible fixed assets
Group
Negative goodwill
Player registrations
Total
£
£
£
Cost
At 1 April 2023
(13,524,965)
19,862,511
6,337,546
Additions
-
0
1,337,656
1,337,656
Disposals
-
0
(8,101,512)
(8,101,512)
At 31 March 2024
(13,524,965)
13,098,655
(426,310)
Amortisation and impairment
At 1 April 2023
(7,290,854)
14,704,076
7,413,222
Amortisation charged for the year
(226,064)
2,673,275
2,447,211
Disposals
-
0
(7,921,512)
(7,921,512)
At 31 March 2024
(7,516,918)
9,455,839
1,938,921
Carrying amount
At 31 March 2024
(6,008,047)
3,642,816
(2,365,231)
At 31 March 2023
(6,234,111)
5,158,435
(1,075,676)
The company had no intangible fixed assets at 31 March 2024 or 31 March 2023.
VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 27 -
11
Tangible fixed assets
Group
Freehold land and buildings
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
Cost
At 1 April 2023
50,403,570
6,827,157
292,720
57,523,447
Additions
78,117
719,450
-
0
797,567
Disposals
-
0
(308,691)
(13,753)
(322,444)
At 31 March 2024
50,481,687
7,237,916
278,967
57,998,570
Depreciation and impairment
At 1 April 2023
14,632,457
5,515,662
210,443
20,358,562
Depreciation charged in the year
1,212,019
358,485
33,245
1,603,749
Eliminated in respect of disposals
-
0
(141,731)
(13,753)
(155,484)
At 31 March 2024
15,844,476
5,732,416
229,935
21,806,827
Carrying amount
At 31 March 2024
34,637,211
1,505,500
49,032
36,191,743
At 31 March 2023
35,771,113
1,311,495
82,277
37,164,885
The company had no tangible fixed assets at 31 March 2024 or 31 March 2023.

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2024
2023
2024
2023
£
£
£
£
Fixtures and fittings
364,076
265,240
-
0
-
0
Motor vehicles
49,005
82,277
-
0
-
0
413,081
347,517
-
-
VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 28 -
12
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
-
0
-
0
86,129,101
64,473,101
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 April 2023
64,473,101
Additions
21,656,000
At 31 March 2024
86,129,101
Carrying amount
At 31 March 2024
86,129,101
At 31 March 2023
64,473,101

Investments are carried at cost less provision for impairment.

 

The investment in subsidiary represents a 99.99% shareholding in The Blackburn Rovers Football and Athletic Limited, comprising 198,227,484 ordinary shares £1 shares. The subsidiary is a professional football club with related commercial activities. As disclosed in the Strategic Report and included as an Emphasis of Matter in the Audit Report, the directors do not consider this investment to be impaired as at the balance sheet date. See note 1.19 for further details.

 

The Blackburn Rovers Football and Athletic Limited holds 100% of Blackburn Rovers Ladies Football Club Limited, consisting of 100 £1 ordinary shares.

 

The registered office of both companies is Ewood Park, Blackburn, Lancashire, BB2 4JF.

 

The other investment represents a minority shareholding in Hitlab INC, a Canadian unlisted company.

13
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Finished goods and goods for resale
309,913
234,058
-
0
-
0
VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 29 -
14
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
576,700
253,507
-
0
-
0
Amounts owed by group undertakings
-
6,660,737
133,972,098
144,777,056
Other debtors
198,390
186,128
-
0
-
0
Prepayments and accrued income
1,060,548
1,199,744
-
0
-
0
1,835,638
8,300,116
133,972,098
144,777,056
Amounts falling due after more than one year:
Trade debtors
12,250,000
-
0
-
0
-
0
Total debtors
14,085,638
8,300,116
133,972,098
144,777,056

The Strategic Report together with the Emphasis of Matter included in the Audit Report and Note 1.18 provide further details regarding the company's receivable of £134m.

15
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
17
3,957,811
14,571,118
-
0
-
0
Obligations under finance leases
18
130,536
95,360
-
0
-
0
Other borrowings
17
97,500
2,971,268
-
0
-
0
Trade creditors
1,449,887
1,807,595
-
0
-
0
Other taxation and social security
5,299,803
1,608,745
-
-
Other creditors
382,680
332,757
-
0
-
0
Accruals and deferred income
7,720,639
6,607,038
22,560
18,000
19,038,856
27,993,881
22,560
18,000
VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 30 -
16
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Obligations under finance leases
18
197,728
220,748
-
0
-
0
Other borrowings
17
-
0
97,500
-
0
-
0
Trade creditors
616,450
1,750,000
-
0
-
0
Government grants
19
675,451
641,944
-
0
-
0
Accruals and deferred income
799,960
182,158
-
0
-
0
2,289,589
2,892,350
-
-
17
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank overdrafts
3,957,811
14,571,118
-
0
-
0
Other loans
97,500
3,068,768
-
0
-
0
4,055,311
17,639,886
-
-
Payable within one year
4,055,311
17,542,386
-
0
-
0
Payable after one year
-
0
97,500
-
0
-
0

The bank overdraft is not secured over any of the group's assets, however the bank reserves the right to ask for a debenture charge over the assets of the group during the life of the facility. Interest is paid upon the facility at 2.17% over Bank of England base rate.

 

Other borrowings represent one (previously two) unsecured loan(s) which is repayable in one instalment.

18
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
130,536
95,360
-
0
-
0
In two to five years
197,728
220,748
-
0
-
0
328,264
316,108
-
-
VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
18
Finance lease obligations
(Continued)
- 31 -

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

Net obligations under finance lease and hire purchase contracts are secured on the assets to which they relate.

19
Government grants
Group
Company
2024
2023
2024
2023
£
£
£
£
Arising from government grants
675,451
641,944
-
-
20
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
216,106
170,275

In respect of the subsidiary undertaking, pension contributions are paid, by the group, into the personal pension schemes of certain employees. The assets of the scheme are held separately from those of the group in independently administered funds. The contributions paid during the period amounted to £208,346 (2023 - £165,230).

 

The subsidiary company is a member of the Football League Pension and Life Assurance Scheme, which was closed with effect from 31 August 1999. The scheme is a defined benefit multi-employer plan and therefore has been treated as a defined contribution scheme. The scheme was the subject of an actuarial valuation in September 2020 and was in deficit. Full provision has been made for this deficit and a payment schedule agreed. The group's share of the deficit at 31 March 2024 is currently estimated to be £182,158 (2023 - £317,123). No amount was charged to the profit and loss account in each year.

21
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
230,083,420
219,083,420
230,083,420
219,083,420

During the year a further 11,000,000 ordinary shares were issued at par of £1 each to fund further investment.

VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 32 -
22
Reserves
Profit and loss reserve

The profit and loss reserves represents accumulated losses.

23
Potential future player registrations

In respect of the subsidiary undertaking, under the terms of certain contracts for the purchase of players' registrations, future payments may be due, dependent upon the success of the team and/or individual players. Similar terms exist in contracts for sales of player registrations.

 

Any amounts payable in relation to playing appearances and team performances are recognised when the event occurs. The maximum potential unrecognised liability, at the balance sheet date, for amounts due to football clubs and other third parties for first team players is £5,919,119. Included within this, is an amount of £3,237,414 which is contingent on BRFC achieving promotion to the Premier League.

24
Financial commitments, guarantees and contingent liabilities

The company has guaranteed an amount of £5,015,759 to a fellow group company.

25
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
23,958
112,936
-
-
Between two and five years
24,086
39,578
-
-
48,044
152,514
-
-
26
Capital commitments

Amounts contracted for but not provided in the financial statements:

Group
Company
2024
2023
2024
2023
£
£
£
£
Acquisition of tangible fixed assets
326,016
-
-
-
27
Events after the reporting date

Transfer agreements

Since the balance sheet date, the group has entered into transfer agreements amounting to net transfer fees receivable of £4,760,000.

VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 33 -
28
Related party transactions
Transactions with related parties

At the previous year end, an amount of £6,305,648 was due from Venkateshwara London Limited to the subsidiary company (The Blackburn Rovers Football & Athletic Limited - "BRFC") in respect of outstanding proceeds from the sale of the various properties. This was repaid in the year.

The debt carried interest at 4% above the State Bank of India base rate. Interest arising on the debt in the period was £215,920 (2023 - £769,062). BRFC has entered into a lease to continue to use the training ground and rent of £356,000 (2023 - £356,000) arose for the year to 31 March 2024.

 

BRFC received advertising income from Venkateshwara Hatcheries Pvt. Ltd. of £1,002,610 (2023 - £355,089). At 2023 £355,089 was included within debtors - amounts owed by group undertaking but has been paid in the year. Venkateshwara Hatcheries Pvt. Ltd is the ultimate parent company.

 

During the year, the group charged rent of £248,294 (2023 - £192,889) to Blackburn Rovers Community Trust. At the balance sheet date an amount of £185,985 (2023 - £11,368) was owed by Blackburn Rovers Community Trust in respect of these transactions. These amounts are included within other debtors. Directors of The Blackburn Rovers Football and Athletic Limited are also trustees of Blackburn Rovers Community Trust.

 

During the year the company incurred costs of £119,658 (2023 - £220,089) on the instructions of the shareholders.

29
Controlling party

The company is a subsidiary of Venkateshwara Hatcheries Pvt. Ltd, whose Corporate address is Venkateshwara House, S. No. 114/A/2 Pune-Sinhagad Road, Pune - 411 030, India. This is the ultimate holding company and group accounts are prepared for this company which are available from the registered address. Ultimate control is held by Mrs Anuradha J Desai, Mr B Balaji Rao and Mr B Venkatesh Rao.

30
Cash generated from group operations
2024
2023
£
£
Profit/(loss) for the year after tax
1,825,653
(20,849,739)
Adjustments for:
Finance costs
884,311
898,921
Investment income
(215,920)
(769,149)
Loss/(gain) on disposal of tangible fixed assets
139,990
(1,083)
Profit/(loss) on disposal of intangible fixed assets
(22,861,775)
(820,494)
Amortisation and impairment of intangible assets
2,447,211
3,337,575
Depreciation and impairment of tangible fixed assets
1,603,749
1,573,267
Movements in working capital:
(Increase) in stocks
(75,855)
(96,967)
Decrease in debtors
6,719,559
11,287,539
Increase in creditors
4,549,734
867,802
Increase/(decrease) in deferred income
67,012
(96,660)
Cash absorbed by operations
(4,916,331)
(4,668,988)
VENKYS LONDON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 34 -
31
Analysis of changes in net debt - group
1 April 2023
Cash flows
New finance leases
31 March 2024
£
£
£
£
Cash at bank and in hand
608,369
(330,813)
-
277,556
Bank overdrafts
(14,571,118)
10,613,307
-
(3,957,811)
(13,962,749)
10,282,494
-
(3,680,255)
Borrowings excluding overdrafts
(3,068,768)
2,971,268
-
(97,500)
Obligations under finance leases
(316,108)
147,117
(159,273)
(328,264)
(17,347,625)
13,400,879
(159,273)
(4,106,019)
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