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REGISTERED NUMBER: 13860847 (England and Wales)















GROUP STRATEGIC REPORT, REPORT OF THE DIRECTOR AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 APRIL 2024

FOR

TPV (UK HOLDINGS) LIMITED

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)






CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024




Page

Company Information 1

Group Strategic Report 2

Report of the Director 3

Report of the Independent Auditors 5

Consolidated Income Statement 9

Consolidated Other Comprehensive Income 10

Consolidated Balance Sheet 11

Company Balance Sheet 12

Consolidated Statement of Changes in Equity 13

Company Statement of Changes in Equity 14

Consolidated Cash Flow Statement 15

Notes to the Consolidated Cash Flow Statement 16

Notes to the Consolidated Financial Statements 17


TPV (UK HOLDINGS) LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 30 APRIL 2024







DIRECTOR: R D Jones





REGISTERED OFFICE: 158 Doncaster Road
Dalton
Rotherham
South Yorkshire
S65 3EW





REGISTERED NUMBER: 13860847 (England and Wales)





AUDITORS: CLA Evelyn Partners Limited
Chartered Accountants & Statutory Auditors
3rd Floor
56 Wellington Street
Leeds
West Yorkshire
LS1 2EE

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 APRIL 2024

The director presents his strategic report of the company and the group for the year ended 30 April 2024.

Principal activities

The principal activities of group are to deliver a wide range of high-quality veterinary services encompassing preventative health, first opinion consultations, surgical treatments and end-of-life care. These services are provided by the subsidiaries of TPV (UK Holdings) Limited, namely The Pet Vet (UK Veterinary Services) Limited and Quality Pet Care Limited from twelve large and well-appointed centres located throughout the UK.

REVIEW OF BUSINESS
Trading and outlook

In the 12 month period ended 30 April 2024 the group delivered sales of £21,599,503, compared to £16,926,876 for the 12 month period ended 30 April 2023, an annualised increase of 27.6%.

A gross profit of £9,636,795 was achieved for the period compared with £6,832,630 in 2023 with gross margin increasing by 4.2% from 40.4% to 44.6%.

The Operating Profit for the period was positive £809,564 compared with an Operating Loss of £1,031,140 in 2023.

Whilst the comparative year includes a full years results from The Pet Vet (UK Veterinary Services), it only includes ten months results from Quality Pet Care Limited, as this entities share capital was acquired by the group on 30 June 2022.

Overall the directors are satisfied with the result for the year and are looking forward to developing and enhancing the customer service experience

PRINCIPAL RISKS AND UNCERTAINTIES
Future risks

The director recognises there are future risks that may negatively impact the business, the main one being recruitment and retention of high-quality veterinary clinicians and as such have identified and implemented a more holistic solution and package of benefits in order to attract the highest calibre candidates. The costs associated both with recruitment and salary inflation are carefully monitored to mitigate risks to the business of reduced margins as is the use of premium interim locum resource utilised to fill short term vacancies. Additionally changes to the Bank of England base interest rates are a risk for interest repayments on the Group's loans.

Financial risk management

In conducting its operating activities, the Company engages in various types of basic financial instruments. In mitigating exposure arising from the use of financial instruments, the management team conducts an ongoing risk assessment of the business and manages the risks identified to proactively prevent any material and adverse risk to the Company's future operating activities or financial position. In addition, the other important financial risks are price risk, liquidity risk, credit risk and cash flow risk. The Company manages price risk by monitoring suppliers for changes in price and any longer term price agreements. The Company manages its liquidity, cash flow and credit risks with monitoring of external factors, reviewing regular working capital reporting and controls to keep trade debtors within acceptable levels and work closely with suppliers to manage payments where possible to ensure adequate liquidity.

ON BEHALF OF THE BOARD:





R D Jones - Director


8 November 2024

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

REPORT OF THE DIRECTOR
FOR THE YEAR ENDED 30 APRIL 2024

The director presents his report with the financial statements of the company and the group for the year ended 30 April 2024.

DIVIDENDS
No dividends will be distributed for the year ended 30 April 2024.

DIRECTOR
R D Jones held office during the whole of the period from 1 May 2023 to the date of this report.

DISABLED EMPLOYEES
The Group has a recruitment policy to ensure that all applications for employment, including those made by disabled persons, are given full and fair consideration in light of the applicants’ aptitudes and abilities. There is also an equal opportunities policy to ensure that all employees are treated equally in terms of employment, training, career development and promotion. Where employees develop a disability during their employment, every effort is made to continue their employment and arrange for appropriate training as far as is reasonably practicable.

ENGAGEMENT WITH EMPLOYEES
We consider that our employees act with the utmost integrity and professional expertise in providing our customers with the veterinary services that they expect. In doing so, the Board considers that its employees are both rewarded fairly and incentivised to deliver the Group’s strategy.

The Board is kept informed on employee-related matters at every Board meeting at which it receives a standing agenda update from the Group’s Human Resources Partner. For our senior people, feedback is regularly received from the work that our remuneration committee undertakes throughout the year. Employee surveys are undertaken regularly to monitor issues arising and these surveys form the basis of action plans. Consultation with employees happens when their views need to be considered in decisions the Group needs to make that will likely affect their interests. All employees are kept abreast of Group news and financial performance in quarterly business updates. There is also ongoing communication through the Group’s Intranet, notice boards, newsletters and team briefings.

DISCLOSURE IN THE STRATEGIC REPORT
Certain items required under Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports Regulations) 2008 to be disclosed in the directors' report are set out in the Strategic Report in accordance with Section 414C(11) Companies Act 2006.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES
The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

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

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

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

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

REPORT OF THE DIRECTOR
FOR THE YEAR ENDED 30 APRIL 2024


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS
The auditors, CLA Evelyn Partners Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





R D Jones - Director


8 November 2024

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
TPV (UK HOLDINGS) LIMITED

Qualified opinion
We have audited the financial statements of TPV (UK Holdings) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 April 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
_
In our opinion, except for the possible effects of the matter described in the basis for qualified opinion section of our report, the financial statements:
- give a true and fair view of the state of the group's and of the parent company's affairs as at 30 April 2024 and of the group's loss for the year then ended;
- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
- have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for qualified opinion
No audit was carried out to 30 April 2023 for The Pet Vet (UK Veterinary Services) Limited and thus we did not observe the counting of physical stocks at the end of the year. We were unable to satisfy ourselves by alternative means concerning the existence of stock held at 30 April 2023, which are included in the balance sheet at £134,415 by using other audit procedures. Consequently, we were unable to determine whether any adjustment to this amount was necessary.

Additionally, with respect to the tangible fixed assets in The Pet Vet (UK Veterinary Services) Limited the evidence available in respect of their original cost was limited. Owing to the nature of the company's records, we were unable to obtain sufficient appropriate audit evidence regarding the accuracy of the cost of freehold property with a carrying value of £715,987 and leasehold land and buildings with a carrying value of £244,868 by using other procedures. Consequently, we were unable to determine whether any adjustment to this amount was necessary.

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 qualified opinion.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.

Key audit matters
Except for the matters disclosed in the basis for qualified opinion, we have determined that there are no key audit matters to be communicated in our report.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
TPV (UK HOLDINGS) LIMITED


Other information
The other information comprises the information included in the Group Strategic Report and the Report of the Director, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within Group Strategic Report and the Report of the Director. 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.

As described in the basis for qualified opinion section of our report, we were unable to satisfy ourselves concerning the stock quantities of £134,415 held at 30 April 2023 in The Pet Vet (UK Veterinary Services) Limited. We have concluded that where the other information refers to the stock balance or related balances such as cost of sales, it may be materially misstated for the same reason.

Additionally, we were unable to satisfy ourselves concerning the freehold property with a carrying value of £715,987 and leasehold land and buildings with a carrying value of £244,868 in The Pet Vet (UK Veterinary Services) Limited or related balances. We have concluded that where the other information refers to these balances or related balances such as depreciation charges, it may be materially misstated for the same reason.

Opinions on other matters prescribed by the Companies Act 2006
Except for the possible effects of the matter described in the basis for qualified opinion section of our report, in our opinion, based on the work undertaken in the course of the audit:
- the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception
Except for the matter described in the basis for qualified opinion section of our report, 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.

Arising solely from the limitation on the scope of our work relating to stock, referred to above:
- we have not obtained all the information and explanations that we considered necessary for the purpose of our audit; and
- we were unable to determine whether adequate accounting records have been kept.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made.

Responsibilities of director
As explained more fully in the Statement of Director's Responsibilities set out on page three, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the director is responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the group or the parent company or to cease operations, or has no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
TPV (UK HOLDINGS) LIMITED


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

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:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
- we identified the laws and regulations applicable to the company through discussions with directors and other management; and from our commercial knowledge and experience of the veterinary sector
- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;
- we assessed the extent of compliance with laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
- identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit

We assessed the susceptibility of the company's financial statements to misstatement, including obtaining an understanding of how fraud might occur, by:
- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;
- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and
- understanding the design of the company's remuneration policies.

To address the risk of fraud through management bias and override of controls, including the impact on revenue recognition, we:
- performed analytical procedures to identify any unusual or unexpected relationships;
- tested journal entries to identify unusual transactions;
- assessed whether judgements and assumptions made in determining the accounting estimates set out in note 4 were indicative of potential bias; and
- investigated the rationale behind significant or unusual transactions; and
- the use of data analytics to identify transactions requiring further investigation.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
- agreeing financial statement disclosure to underlying supporting documentation;
- reading the minutes of meetings of those charged with governance;
- enquiring of management as to actual and potential litigation and claims; and
- reviewing correspondence with HMRC, relevant regulators and the company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities for the audit of the financial statements is located on the
Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
TPV (UK HOLDINGS) LIMITED


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Other matters which we are required to address
As The Pet Vet (UK Veterinary Services) Limited and TPV (UK Holdings) Limited were entitled to claim exemption from audit under section 477 of the Companies Act 2006 relating to small companies, the prior year financial statements were not audited. The financial statements for Quality Pet Care Limited were audited in the prior year.

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




Matthew Barton BA (Hons) FCA CTA (Senior Statutory Auditor)
for and on behalf of CLA Evelyn Partners Limited
Chartered Accountants & Statutory Auditors
3rd Floor
56 Wellington Street
Leeds
West Yorkshire
LS1 2EE

14 November 2024

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 30 APRIL 2024

2024 2023
Notes £    £   

TURNOVER 5 21,599,503 16,926,876

Cost of sales 11,962,708 10,094,246
GROSS PROFIT 9,636,795 6,832,630

Administrative expenses 8,827,231 7,863,770
OPERATING PROFIT/(LOSS) 7 809,564 (1,031,140 )

Interest receivable and similar income - 10
809,564 (1,031,130 )

Interest payable and similar expenses 8 2,233,787 1,750,829
LOSS BEFORE TAXATION (1,424,223 ) (2,781,959 )

Tax on loss 9 51,083 (150,558 )
LOSS FOR THE FINANCIAL YEAR (1,475,306 ) (2,631,401 )
Loss attributable to:
Owners of the parent (1,475,306 ) (2,631,401 )

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

CONSOLIDATED OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 APRIL 2024

2024 2023
Notes £    £   

LOSS FOR THE YEAR (1,475,306 ) (2,631,401 )


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

(1,475,306

)

(2,631,401

)

Total comprehensive income attributable to:
Owners of the parent (1,475,306 ) (2,631,401 )

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

CONSOLIDATED BALANCE SHEET
30 APRIL 2024

2024 2023
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 11 7,725,159 8,680,414
Tangible assets 12 4,216,530 4,743,626
Investments 13 - -
11,941,689 13,424,040

CURRENT ASSETS
Stocks 14 491,295 423,063
Debtors 15 1,626,728 1,781,725
Cash at bank and in hand 596,943 884,057
2,714,966 3,088,845
CREDITORS
Amounts falling due within one year 16 8,040,972 7,228,008
NET CURRENT LIABILITIES (5,326,006 ) (4,139,163 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

6,615,683

9,284,877

CREDITORS
Amounts falling due after more than one
year

17

(10,650,631

)

(11,844,519

)

PROVISIONS FOR LIABILITIES 21 (50,000 ) (50,000 )
NET LIABILITIES (4,084,948 ) (2,609,642 )

CAPITAL AND RESERVES
Called up share capital 22 2,000 2,000
Retained earnings (4,086,948 ) (2,611,642 )
SHAREHOLDERS' FUNDS (4,084,948 ) (2,609,642 )

The financial statements were approved by the director and authorised for issue on 8 November 2024 and were signed by:





R D Jones - Director


TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

COMPANY BALANCE SHEET
30 APRIL 2024

2024 2023
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 11 - -
Tangible assets 12 - -
Investments 13 6,833,211 6,833,211
6,833,211 6,833,211

CURRENT ASSETS
Debtors 15 1,797,201 5,202,987
Cash at bank 356 356
1,797,557 5,203,343
CREDITORS
Amounts falling due within one year 16 5,207,170 2,220,199
NET CURRENT (LIABILITIES)/ASSETS (3,409,613 ) 2,983,144
TOTAL ASSETS LESS CURRENT
LIABILITIES

3,423,598

9,816,355

CREDITORS
Amounts falling due after more than one
year

17

10,441,212

11,613,347
NET LIABILITIES (7,017,614 ) (1,796,992 )

CAPITAL AND RESERVES
Called up share capital 22 2,000 2,000
Retained earnings (7,019,614 ) (1,798,992 )
SHAREHOLDERS' FUNDS (7,017,614 ) (1,796,992 )

Company's loss for the financial year (5,220,622 ) (1,765,674 )

The financial statements were approved by the director and authorised for issue on 8 November 2024 and were signed by:





R D Jones - Director


TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2024

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 May 2022 1 19,759 19,760

Changes in equity
Issue of share capital 1,999 - 1,999
Total comprehensive income - (2,631,401 ) (2,631,401 )
Balance at 30 April 2023 2,000 (2,611,642 ) (2,609,642 )

Changes in equity
Total comprehensive income - (1,475,306 ) (1,475,306 )
Balance at 30 April 2024 2,000 (4,086,948 ) (4,084,948 )

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2024

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 May 2022 1 (33,318 ) (33,317 )

Changes in equity
Issue of share capital 1,999 - 1,999
Total comprehensive income - (1,765,674 ) (1,765,674 )
Balance at 30 April 2023 2,000 (1,798,992 ) (1,796,992 )

Changes in equity
Total comprehensive income - (5,220,622 ) (5,220,622 )
Balance at 30 April 2024 2,000 (7,019,614 ) (7,017,614 )

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 30 APRIL 2024

2024 2023
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 1,846,972 (2,191,411 )
Interest paid (1,314,516 ) (977,411 )
Interest element of hire purchase payments
paid

(59,520

)

(53,391

)
Tax paid (78,784 ) -
Cash balance on subsidiary acquisition - 76,675
Net cash from operating activities 394,152 (3,145,538 )

Cash flows from investing activities
Purchase of tangible fixed assets (9,312 ) (117,516 )
Acquisition of subsidiary undertaking - (4,917,117 )
Deferred consideration paid (88,488 ) -
Interest received - 10
Net cash from investing activities (97,800 ) (5,034,623 )

Cash flows from financing activities
New bank loans in year - 9,000,000
Bank loan repayments in year (837,837 ) (369,205 )
Bank loan arrangement fee paid - (270,000 )
HP capital repayments in year (155,629 ) (99,016 )
Amount introduced by directors 410,000 -
Amount withdrawn by directors - (60,000 )
Related party loan received - 650,000
Net cash from financing activities (583,466 ) 8,851,779

(Decrease)/increase in cash and cash equivalents (287,114 ) 671,618
Cash and cash equivalents at beginning of
year

2

884,057

212,439

Cash and cash equivalents at end of year 2 596,943 884,057

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 30 APRIL 2024

1. RECONCILIATION OF OPERATING PROFIT/(LOSS) TO CASH GENERATED FROM
OPERATIONS

2024 2023
£    £   
Operating profit/(loss) 809,564 (1,031,140 )
Depreciation charges 680,205 657,674
Amortisation charges 955,255 899,841
2,445,024 526,375
Increase in stocks (68,232 ) (109,618 )
Decrease in trade and other debtors 153,778 105,238
Decrease in trade and other creditors (683,598 ) (2,713,406 )
Cash generated from operations 1,846,972 (2,191,411 )

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 30 April 2024
30/4/24 1/5/23
£    £   
Cash and cash equivalents 596,943 884,057
Year ended 30 April 2023
30/4/23 1/5/22
£    £   
Cash and cash equivalents 884,057 212,439


3. ANALYSIS OF CHANGES IN NET DEBT

At 1/5/23 Cash flow At 30/4/24
£    £    £   
Net cash
Cash at bank and in hand 884,057 (287,114 ) 596,943
884,057 (287,114 ) 596,943
Debt
Finance leases (379,149 ) 11,832 (367,317 )
Debts falling due within 1 year (867,827 ) (89,984 ) (957,811 )
Debts falling due after 1 year (10,886,034 ) 978,185 (9,907,849 )
(12,133,010 ) 900,033 (11,232,977 )
Total (11,248,953 ) 612,919 (10,636,034 )

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

1. STATUTORY INFORMATION

TPV (UK Holdings) Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

The presentation currency of the financial statements is the Pound Sterling (£).


The consolidated financial statements cover a group of entities.

The figures in the financial statements are rounded to the nearest £.

2. STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

3. ACCOUNTING POLICIES

Basis of preparing the financial statements
The financial statements have been prepared under the historical cost convention.

Going concern
Following the acquisition of The Pet Vet (UK Veterinary Services) Limited in March 2022 and Quality Pet Care Limited in June 2022, the new management are working to improve the financial returns of the group and it is performing in line with expectations, however the group is still reporting a loss for the year and there still remains negative reserves at the balance sheet date..

Convenance checks are monitored by daily cash flow balances and monthly EBITDA levels. Compliance with these covenants are reported on a monthly basis to our finance providers.

The directors of the trading subsidiaries have prepared forecasts based on the expected working capital requirements of the group and have concluded that there is a reasonable expectation that the group will have adequate resources available to continue in operational existence for the foreseeable future.

After considering these issues the director concludes that as no material uncertainty exists, the group therefore continues to adopt the going concern basis in preparing its consolidated financial statements.

Basis of consolidation
The Group financial statements consolidate the financial statements of TPV (UK Holdings) Limited and all its subsidiary undertakings. The Group profit and loss account includes the results of TPV (UK Holdings) Limited and all its subsidiaries after intra group trading and profits have been eliminated.

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

3. ACCOUNTING POLICIES - continued

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.

Goodwill
Goodwill represents the difference between the costs of a business combination and the Group's interest in the fair value of the identifiable assets and liabilities of the acquiree at the acquisition date. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses.

Goodwill is amortised on a straight-line basis over its useful economic life. This is assessed individually for each acquisition taking into account the period over which the Group expects to realise the synergies from the combination.The director has assessed that this period is ten years..

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit
from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at
least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable
amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

3. ACCOUNTING POLICIES - continued

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% straight line
Long leasehold property 10% straight line
Plant and equipment 20% straight line
Computers 20% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement
cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

3. ACCOUNTING POLICIES - continued

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.

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.

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.


TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

3. ACCOUNTING POLICIES - continued
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.

Hire purchase and leasing commitments
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

Assets obtained under hire purchase contracts are capitalised in the balance sheet and are depreciated over their estimated useful lives.The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

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 leases asset are consumed.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

Pension costs and other post-retirement benefits
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position.

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

3. ACCOUNTING POLICIES - continued

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.

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.

4. CRITICAL ACCOUNTING 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.

5. TURNOVER

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

An analysis of turnover by class of business is given below:

2024 2023
£    £   
Treatments 18,299,385 14,674,890
Pet Health Plans 3,300,118 2,251,986
21,599,503 16,926,876

An analysis of turnover by geographical market is given below:

2024 2023
£    £   
United Kingdom 21,599,503 16,926,876
21,599,503 16,926,876

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

6. EMPLOYEES AND DIRECTORS
2024 2023
£    £   
Wages and salaries 8,063,603 6,915,284
Social security costs 745,776 667,501
Other pension costs 259,755 235,471
9,069,134 7,818,256

The average number of employees during the year was as follows:
2024 2023

Clinical - Vet 61 62
Clinical - Nurse 86 87
Non clinical 116 118
Management and administration 26 21
289 288

2024 2023
£    £   
Director's remuneration - -

7. OPERATING PROFIT/(LOSS)

The operating profit (2023 - operating loss) is stated after charging/(crediting):

2024 2023
£    £   
Depreciation - owned assets 580,189 703,831
Depreciation - assets on hire purchase contracts 100,016 86,518
Profit on disposal of fixed assets - (750 )
Goodwill amortisation 955,255 899,841
Auditors' remuneration 46,268 18,000
Amortisation of intangible assets - 1,754
Operating lease charges 810,466 689,439

8. INTEREST PAYABLE AND SIMILAR EXPENSES
2024 2023
£    £   
Bank loan interest 1,961,088 1,526,984
Other interest 2,000 13,585
Interest on overdue taxation 27,053 21,588
Related party balances 69,830 6,776
Hire purchase 59,520 53,391
Costs of obtaining new finance 114,296 128,505
2,233,787 1,750,829

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

9. TAXATION

Analysis of the tax charge/(credit)
The tax charge/(credit) on the loss for the year was as follows:
2024 2023
£    £   
Deferred tax 51,083 (150,558 )
Tax on loss 51,083 (150,558 )

Reconciliation of total tax charge/(credit) included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2024 2023
£    £   
Loss before tax (1,424,223 ) (2,781,959 )
Loss multiplied by the standard rate of corporation tax in the UK of 25 %
(2023 - 19.461 %)

(356,056

)

(541,397

)

Effects of:
Expenses not deductible for tax purposes 239,352 189,631
Depreciation in excess of capital allowances 98,267 40,532
Utilisation of tax losses (318,639 ) (112,442 )
Tax losses carried forward 337,076 245,807
Deferred tax asset not recognised - 177,869
Movement in deferred tax provision 51,083 (150,558 )
Total tax charge/(credit) 51,083 (150,558 )

10. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

11. INTANGIBLE FIXED ASSETS

Group
Website
Goodwill development Totals
£    £    £   
COST
At 1 May 2023
and 30 April 2024 9,899,888 159,336 10,059,224
AMORTISATION
At 1 May 2023 1,219,474 159,336 1,378,810
Amortisation for year 955,255 - 955,255
At 30 April 2024 2,174,729 159,336 2,334,065
NET BOOK VALUE
At 30 April 2024 7,725,159 - 7,725,159
At 30 April 2023 8,680,414 - 8,680,414

12. TANGIBLE FIXED ASSETS

Group
Leasehold
Freehold land and Plant and
property buildings machinery
£    £    £   
COST
At 1 May 2023 2,801,892 4,025,130 1,580,537
Additions 1,140 - 128,463
Disposals - - (968 )
At 30 April 2024 2,803,032 4,025,130 1,708,032
DEPRECIATION
At 1 May 2023 176,133 2,692,054 918,997
Charge for year 51,292 373,546 183,505
At 30 April 2024 227,425 3,065,600 1,102,502
NET BOOK VALUE
At 30 April 2024 2,575,607 959,530 605,530
At 30 April 2023 2,625,759 1,333,076 661,540

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

12. TANGIBLE FIXED ASSETS - continued

Group

Fixtures
and Computer
fittings equipment Totals
£    £    £   
COST
At 1 May 2023 590,217 268,748 9,266,524
Additions 21,985 2,489 154,077
Disposals - - (968 )
At 30 April 2024 612,202 271,237 9,419,633
DEPRECIATION
At 1 May 2023 533,323 202,391 4,522,898
Charge for year 32,958 38,904 680,205
At 30 April 2024 566,281 241,295 5,203,103
NET BOOK VALUE
At 30 April 2024 45,921 29,942 4,216,530
At 30 April 2023 56,894 66,357 4,743,626

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:
Fixtures
Plant and and
machinery fittings Totals
£    £    £   
COST
At 1 May 2023 510,500 - 510,500
Additions 109,136 13,404 122,540
At 30 April 2024 619,636 13,404 633,040
DEPRECIATION
At 1 May 2023 97,958 - 97,958
Charge for year 99,058 958 100,016
At 30 April 2024 197,016 958 197,974
NET BOOK VALUE
At 30 April 2024 422,620 12,446 435,066
At 30 April 2023 412,542 - 412,542

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

13. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
£   
COST
At 1 May 2023
and 30 April 2024 6,833,211
NET BOOK VALUE
At 30 April 2024 6,833,211
At 30 April 2023 6,833,211

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

Subsidiaries

The Pet Vet (UK Veterinary Services) Limited
Registered office: 158 Doncaster Road, Dalton, Rotherham, South Yorkshire, S65 3EW
Nature of business: General veterinary practice
%
Class of shares: holding
Ordinary shares 100.00

Quality Pet Care Limited
Registered office: 158 Doncaster Road, Dalton, Rotherham, South Yorkshire, S65 3EW
Nature of business: General veterinary practice
%
Class of shares: holding
Ordinary shares 100.00


14. STOCKS

Group
2024 2023
£    £   
Raw materials and consumables 491,295 423,063

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

15. DEBTORS

Group Company
2024 2023 2024 2023
£    £    £    £   
Amounts falling due within one year:
Trade debtors 648,473 933,918 - -
Amounts owed by group undertakings - - 1,665,451 5,016,741
Other debtors 105,355 8,039 - -
Directors' current accounts - 60,000 - -
Deferred tax asset - 51,083 - -
Called up share capital not paid 1,999 1,999 1,999 1,999
Prepayments 793,869 684,005 129,751 184,247
1,549,696 1,739,044 1,797,201 5,202,987

Amounts falling due after more than one year:
Other debtors 77,032 42,681 - -

Aggregate amounts 1,626,728 1,781,725 1,797,201 5,202,987

16. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2023 2024 2023
£    £    £    £   
Bank loans and overdrafts (see note 18) 957,811 757,827 957,811 757,827
Other loans (see note 18) - 110,000 - -
Hire purchase contracts (see note 19) 157,898 147,977 - -
Trade creditors 2,715,739 2,154,582 - -
Amounts owed to group undertakings - - 1,585,906 -
Tax - 78,784 - -
Social security and other taxes 220,426 337,291 - -
VAT 789,873 1,242,994 - -
Other creditors 1,318,855 1,252,538 997,900 892,438
Directors' current accounts 460,000 - 350,000 -
Accrued expenses 1,420,370 1,146,015 1,315,553 569,934
8,040,972 7,228,008 5,207,170 2,220,199

17. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group Company
2024 2023 2024 2023
£    £    £    £   
Bank loans (see note 18) 9,907,849 10,886,034 9,907,849 10,886,034
Hire purchase contracts (see note 19) 209,419 231,172 - -
Other creditors 533,363 727,313 533,363 727,313
10,650,631 11,844,519 10,441,212 11,613,347

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

18. LOANS

An analysis of the maturity of loans is given below:

Group Company
2024 2023 2024 2023
£    £    £    £   
Amounts falling due within one year or on demand:
Bank loans 957,811 757,827 957,811 757,827
Other loans - 110,000 - -
957,811 867,827 957,811 757,827
Amounts falling due between one and two years:
Bank loans - 1-2 years 2,513,404 937,147 2,513,404 937,147
Amounts falling due between two and five years:
Bank loans - 2-5 years 7,394,445 9,948,887 7,394,445 9,948,887

The group has bank loans which are repayable either on 28 February 2026 or 30 March 2027.

The bank loans that are repayable on 28 February 2026 attract an interest rate of 6.76%, whilst the loans which are repayable on 30 March 2027 attract and interest rate of 7.56% plus Bank of England base rate.

19. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Hire purchase contracts
2024 2023
£    £   
Net obligations repayable:
Within one year 157,898 147,977
Between one and five years 209,419 231,172
367,317 379,149

Group
Non-cancellable operating leases
2024 2023
£    £   
Within one year 794,729 705,773
Between one and five years 2,942,574 2,699,819
In more than five years 1,136,985 1,632,935
4,874,288 5,038,527

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

20. SECURED DEBTS

The following secured debts are included within creditors:

Group Company
2024 2023 2024 2023
£    £    £    £   
Bank loans 10,865,660 11,643,861 10,865,660 11,643,861
Hire purchase contracts 367,317 379,149 - -
11,232,977 12,023,010 10,865,660 11,643,861

The group has provided the following security to its bankers in connection with its bank loans.

- Fixed charge over its freehold properties
- Fixed charge of certain of its leasehold properties
- Fixed and Floating charge over all the property and undertaking of the parent company and The Pet Vet (UK Veterinary Services) Limited.

With regards to the hire purchase obligations, these are secured over the assets to which they relate.

21. PROVISIONS FOR LIABILITIES

Group
2024 2023
£    £   
Other provisions 50,000 50,000

Aggregate amounts 50,000 50,000

The provision relates to the element of dilapidations on the current property leases that the directors can reliably estimate, no provision has been made where the works are uncertain.

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

22. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: £ £   

200 A Growth £1 200 200
900 A Ordinary £1 900 900
450 B Ordinary £1 450 450
450 C Ordinary £1 450 450
2,000 2,000


The rights attaching to each class of shares is as follows:

A GROWTH SHARES:-
Each A Growth share has the right to participate pari passu in any dividend distribution declared in respect of the A Growth shares.
The A Growth shares have the right to receive notice of and attend any general meeting of the company and has the right to one vote per share in any circumstances.
The A Growth shares have the right to participate pari passu in any distribution of capital in excess of Hurdle A on the winding up of the company or otherwise
The A Growth shares are not redeemable or liable to be redeemed at the option of the company or the shareholder.

A ORDINARY SHARES:-
Each A Ordinary share carries the right to vote and receive dividends

B ORDINARY SHARES:-
Each B Ordinary share carries the right to vote and receive dividends

C ORDINARY SHARES:-
Each C Ordinary share carries the right to vote and receive dividends

23. PENSION COMMITMENTS

The group operates a defined contribution pension scheme for all qualifying employees. The assets of the
scheme are held separately from those of the group in an independently administered fund.

During the year the charge to profit or loss in resect of this scheme was £259,755 (2023: £238,035).

Contributions totalling £46,414 (2023 - £52,036) were payable to the fund at the reporting date.

24. RELATED PARTY DISCLOSURES

Key management personnel of the entity or its parent (in the aggregate)
2024 2023
£    £   
Amount due from related party - 60,000
Amount due to related party 366,993 -

The above loan has no fixed repayment date and interest is accruing at the rate of 3% over bank base rate.

Other related parties
2024 2023
£    £   
Amount due to related party 709,613 656,929

TPV (UK HOLDINGS) LIMITED (REGISTERED NUMBER: 13860847)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 APRIL 2024

24. RELATED PARTY DISCLOSURES - continued

The above loan has no fixed repayment date and interest is accruing at the rate of 3% over bank base rate.

During the year, a total of key management personnel compensation of £ 306,316 (2023 - £ 229,358 ) was paid.

25. ULTIMATE CONTROLLING PARTY

No one person has control of the group.