Company registration number 05574911 (England and Wales)
HAZELEY GROUP LIMITED
Unaudited Financial Statements
For The Year Ended 29 February 2024
Pages For Filing With Registrar
Hazeley Group Limited
HAZELEY GROUP LIMITED
Company Information
Directors
Mrs S L A Andrews
Mr J P Humphrey
Mrs N Bream
Mr E Andrews
(Appointed 22 November 2023)
Secretary
Mrs N Bream
Company number
05574911
Registered office
Northfields Farm
Hazeley Road
Twyford
Winchester
Hampshire
England
SO21 1QA
Accountants
Chavereys Limited
The Goods Shed
Jubilee Way
Faversham
Kent
England
ME13 8GD
Hazeley Group Limited
HAZELEY GROUP LIMITED
Contents
Page
Accountants' report
1
Balance sheet
2 - 3
Statement of changes in equity
4
Notes to the financial statements
5 - 12
Hazeley Group Limited
HAZELEY GROUP LIMITED
Accountants' Report To The Board Of Directors On The Preparation Of The Unaudited Statutory Financial Statements Of Hazeley Group Limited For The Year Ended 29 February 2024
- 1 -
In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Hazeley Group Limited for the year ended 29 February 2024 which comprise, the balance sheet, the statement of changes in equity and the related notes from the company’s accounting records and from information and explanations you have given us.
As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed at https://www.icaew.com/regulation.
This report is made solely to the board of directors of Hazeley Group Limited, as a body, in accordance with the terms of our engagement letter dated 8 March 2024. Our work has been undertaken solely to prepare for your approval the financial statements of Hazeley Group Limited and state those matters that we have agreed to state to the board of directors of Hazeley Group Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16 AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Hazeley Group Limited and its board of directors as a body, for our work or for this report.
It is your duty to ensure that Hazeley Group Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and profit of Hazeley Group Limited. You consider that Hazeley Group Limited is exempt from the statutory audit requirement for the year.
We have not been instructed to carry out an audit or a review of the financial statements of Hazeley Group Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.
Chavereys Limited
28 October 2024
Chartered Accountants
The Goods Shed
Jubilee Way
Faversham
Kent
England
ME13 8GD
Hazeley Group Limited
HAZELEY GROUP LIMITED
Balance Sheet
As At 29 February 2024
29 February 2024
- 2 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
4
1,542,075
3,287,924
Investment property
5
18,832,662
18,728,518
Investments
6
1,582,477
1,582,477
21,957,214
23,598,919
Current assets
Debtors
7
382,350
457,703
Cash at bank and in hand
13,126,135
10,751,369
13,508,485
11,209,072
Creditors: amounts falling due within one year
8
(1,360,693)
(855,860)
Net current assets
12,147,792
10,353,212
Total assets less current liabilities
34,105,006
33,952,131
Creditors: amounts falling due after more than one year
9
(14,177,119)
(14,521,731)
Provisions for liabilities
10
(398,562)
(344,852)
Net assets
19,529,325
19,085,548
Capital and reserves
Called up share capital
63,000
63,000
Share premium account
2,574,721
2,574,721
Revaluation reserve
7,748,292
9,060,017
Profit and loss reserves
9,143,312
7,387,810
Total equity
19,529,325
19,085,548
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
For the financial year ended 29 February 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 member has 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.
Hazeley Group Limited
HAZELEY GROUP LIMITED
Balance Sheet (Continued)
As At 29 February 2024
29 February 2024
- 3 -
The financial statements were approved by the board of directors and authorised for issue on 28 October 2024 and are signed on its behalf by:
Mrs N Bream
Director
Company registration number 05574911 (England and Wales)
Hazeley Group Limited
HAZELEY GROUP LIMITED
Statement Of Changes In Equity
For The Year Ended 29 February 2024
- 4 -
Share capital
Share premium account
Revaluation reserve
Profit and loss reserves
Total
£
£
£
£
£
Balance at 27 February 2022
63,000
2,574,721
15,729,380
18,367,101
Year ended 28 February 2023:
Profit
-
-
-
698,139
698,139
Other comprehensive income:
Revaluation of tangible fixed assets
-
-
9,060,017
-
9,060,017
Total comprehensive income
-
-
9,060,017
698,139
9,758,156
Disposal of subsidiaries
-
-
-
(9,039,709)
(9,039,709)
Balance at 28 February 2023
63,000
2,574,721
9,060,017
7,387,810
19,085,548
Year ended 29 February 2024:
Profit
-
-
-
558,321
558,321
Other comprehensive income:
Revaluation of tangible fixed assets
-
-
(1,197,181)
-
(1,197,181)
Tax relating to other comprehensive income
-
-
(114,544)
(114,544)
Total comprehensive income
-
-
(1,311,725)
558,321
(753,404)
Transfer from revaluation reserve
-
-
1,197,181
1,197,181
Balance at 29 February 2024
63,000
2,574,721
7,748,292
9,143,312
19,529,325
The notes on pages 5 to 12 form part of these financial statements.
Hazeley Group Limited
HAZELEY GROUP LIMITED
Notes To The Financial Statements
For The Year Ended 29 February 2024
- 5 -
1
Accounting policies
Company information
Hazeley Group Limited is a private company limited by shares incorporated in England and Wales. The registered office is Northfields Farm, Hazeley Road, Twyford, Winchester, Hampshire, England, SO21 1QA.
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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
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
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
Not depreciated
Plant and equipment
3 - 15 years
Assets in the course of construction are not depreciated.
Hazeley Group Limited
HAZELEY GROUP LIMITED
Notes To The Financial Statements (Continued)
For The Year Ended 29 February 2024
1
Accounting policies
(Continued)
- 6 -
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.
1.4
Investment property
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
1.5
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.6
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.7
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.
Hazeley Group Limited
HAZELEY GROUP LIMITED
Notes To The Financial Statements (Continued)
For The Year Ended 29 February 2024
1
Accounting policies
(Continued)
- 7 -
1.8
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.
1.9
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.
1.10
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Hazeley Group Limited
HAZELEY GROUP LIMITED
Notes To The Financial Statements (Continued)
For The Year Ended 29 February 2024
1
Accounting policies
(Continued)
- 8 -
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.11
Provisions
Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
1.12
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.
1.13
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.14
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.
Hazeley Group Limited
HAZELEY GROUP LIMITED
Notes To The Financial Statements (Continued)
For The Year Ended 29 February 2024
- 9 -
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
8
10
4
Tangible fixed assets
Freehold land and buildings
Assets under construction
Plant and equipment
Total
£
£
£
£
Cost or valuation
At 1 March 2023
2,367,482
383,590
1,114,349
3,865,421
Additions
261,630
1,450
263,080
Disposals
(1,506,000)
(712,373)
(2,218,373)
Transfers
(104,144)
(104,144)
At 29 February 2024
861,482
541,076
403,426
1,805,984
Depreciation and impairment
At 1 March 2023
577,497
577,497
Depreciation charged in the year
56,348
56,348
Eliminated in respect of disposals
(369,936)
(369,936)
At 29 February 2024
263,909
263,909
Carrying amount
At 29 February 2024
861,482
541,076
139,517
1,542,075
At 28 February 2023
2,367,482
383,590
536,852
3,287,924
Land and buildings with a carrying amount of £861,482 were revalued at 28 February 2023 by Savills Chartered Surveyors, independent valuers not connected with the company on the basis of market value. The directors consider this valuation to be appropriate at the year end.
The following assets are carried at valuation. If the assets were measured using the cost model, the carrying amounts would be as follows:
Freehold land and buildings
Plant and equipment
2024
2023
2024
2023
£
£
£
£
Cost
977,614
1,571,947
403,426
1,114,349
Accumulated depreciation
7,104
(307,907)
(263,909)
(577,497)
Carrying value
984,718
1,264,040
139,517
536,852
Hazeley Group Limited
HAZELEY GROUP LIMITED
Notes To The Financial Statements (Continued)
For The Year Ended 29 February 2024
- 10 -
5
Investment property
2024
£
Fair value
At 1 March 2023
18,728,518
Transfers
104,144
At 29 February 2024
18,832,662
Investment property comprises of commercial and residential let properties. The fair value of the investment property has been arrived at on the basis of a valuation carried out at 28 February 2023 by Savills Chartered Surveyors, who are not connected with the company, plus additions in the year. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties. The directors consider this valuation to be appropriate at the year end.
6
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
1,582,477
1,582,477
7
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
11,769
282,865
Corporation tax recoverable
294,550
Other debtors
76,031
174,838
382,350
457,703
8
Creditors: amounts falling due within one year
2024
2023
£
£
Other loans
609,000
Trade creditors
133,962
201,751
Corporation tax
219,719
28,989
Other taxation and social security
18,319
11,756
Other creditors
50,124
346,879
Accruals and deferred income
329,569
266,485
1,360,693
855,860
Hazeley Group Limited
HAZELEY GROUP LIMITED
Notes To The Financial Statements (Continued)
For The Year Ended 29 February 2024
- 11 -
9
Creditors: amounts falling due after more than one year
2024
2023
£
£
Other loans
14,177,119
14,521,731
Other loans are in respect of loan notes issued in 2013 and 2022 by the shareholders regarding the purchase of Humphrey Trading Limited (2013) and further cash introduced (2022). The 2013 notes are secured by way of a fixed mortgage dated 8 January 2014 and the 2022 a floating charge over the assets of the company. Early repayments have been made in previous years.
10
Provisions for liabilities
2024
2023
£
£
Restructuring and dilapidations
173,392
173,392
Deferred tax liabilities
11
225,170
171,460
398,562
344,852
The company has provided £6,392 (2023 - £6,392) for farm restructuring costs resulting from a strategic review by the directors and £167,000 (2023 - £167,000) in respect of dilapidations to land on which a feed mill is situated.
11
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
110,626
171,460
Revaluations
114,544
-
225,170
171,460
2024
Movements in the year:
£
Liability at 1 March 2023
171,460
Charge to profit or loss
53,710
Liability at 29 February 2024
225,170
12
Operating lease commitments
Lessor
Hazeley Group Limited
HAZELEY GROUP LIMITED
Notes To The Financial Statements (Continued)
For The Year Ended 29 February 2024
12
Operating lease commitments
(Continued)
- 12 -
At the reporting end date the company had contracted with tenants for the following minimum lease payments:
2024
2023
£
£
2,658,278
1,932,830
13
Related party transactions
During the year the company traded with Hazeley Developments Limited (subsidiary) and transactions were at arm's length prices and in the normal course of business. At the year end no amounts were due to or from the company.
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