Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-12-31truetruetruetruetruetruetrue2023-01-01falseThe principal activity of the Company is the sale of TV mounts and stands and other furniture.false 01339678 2023-01-01 2023-12-31 01339678 2022-01-01 2022-12-31 01339678 2023-12-31 01339678 2022-12-31 01339678 2022-01-01 01339678 1 2023-01-01 2023-12-31 01339678 1 2022-01-01 2022-12-31 01339678 2 2023-01-01 2023-12-31 01339678 2 2022-01-01 2022-12-31 01339678 d:Exceptional 2023-01-01 2023-12-31 01339678 d:Exceptional 2022-01-01 2022-12-31 01339678 e:Director1 2023-01-01 2023-12-31 01339678 e:Director2 2023-01-01 2023-12-31 01339678 e:Director3 2023-01-01 2023-12-31 01339678 d:PlantMachinery 2023-01-01 2023-12-31 01339678 d:PlantMachinery 2023-12-31 01339678 d:PlantMachinery 2022-12-31 01339678 d:PlantMachinery d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 01339678 d:FurnitureFittings 2023-01-01 2023-12-31 01339678 d:FurnitureFittings 2023-12-31 01339678 d:FurnitureFittings 2022-12-31 01339678 d:FurnitureFittings d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 01339678 d:ComputerEquipment 2023-01-01 2023-12-31 01339678 d:ComputerEquipment 2023-12-31 01339678 d:ComputerEquipment 2022-12-31 01339678 d:ComputerEquipment d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 01339678 d:OtherPropertyPlantEquipment 2023-12-31 01339678 d:OtherPropertyPlantEquipment 2022-12-31 01339678 d:OtherPropertyPlantEquipment d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 01339678 d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 01339678 d:ComputerSoftware 2023-12-31 01339678 d:ComputerSoftware 2022-12-31 01339678 d:CurrentFinancialInstruments 2023-12-31 01339678 d:CurrentFinancialInstruments 2022-12-31 01339678 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 01339678 d:CurrentFinancialInstruments d:WithinOneYear 2022-12-31 01339678 d:UKTax 2023-01-01 2023-12-31 01339678 d:UKTax 2022-01-01 2022-12-31 01339678 d:ShareCapital 2023-12-31 01339678 d:ShareCapital 2022-12-31 01339678 d:ShareCapital 2022-01-01 01339678 d:SharePremium 2023-12-31 01339678 d:SharePremium 2022-12-31 01339678 d:SharePremium 2022-01-01 01339678 d:CapitalRedemptionReserve 2023-01-01 2023-12-31 01339678 d:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 01339678 d:RetainedEarningsAccumulatedLosses 2023-12-31 01339678 d:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 01339678 d:RetainedEarningsAccumulatedLosses 2022-12-31 01339678 d:RetainedEarningsAccumulatedLosses 2022-01-01 01339678 d:AcceleratedTaxDepreciationDeferredTax 2023-12-31 01339678 d:AcceleratedTaxDepreciationDeferredTax 2022-12-31 01339678 d:TaxLossesCarry-forwardsDeferredTax 2023-12-31 01339678 d:TaxLossesCarry-forwardsDeferredTax 2022-12-31 01339678 e:OrdinaryShareClass1 2023-01-01 2023-12-31 01339678 e:OrdinaryShareClass1 2023-12-31 01339678 e:OrdinaryShareClass1 2022-12-31 01339678 e:FRS102 2023-01-01 2023-12-31 01339678 e:Audited 2023-01-01 2023-12-31 01339678 e:FullAccounts 2023-01-01 2023-12-31 01339678 e:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 01339678 d:WithinOneYear 2023-12-31 01339678 d:WithinOneYear 2022-12-31 01339678 d:BetweenOneFiveYears 2023-12-31 01339678 d:BetweenOneFiveYears 2022-12-31 01339678 2 2023-01-01 2023-12-31 01339678 4 2023-01-01 2023-12-31 01339678 d:ComputerSoftware d:OwnedIntangibleAssets 2023-01-01 2023-12-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 01339678










AVF GROUP LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
AVF GROUP LIMITED
 

CONTENTS



Page
Strategic report
 
1 - 3
Directors' report
 
4 - 5
Independent auditor's report
 
6 - 9
Statement of comprehensive income
 
10
Statement of financial position
 
11
Statement of changes in equity
 
12
Notes to the financial statements
 
13 - 29


 
AVF GROUP LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The directors present their report and the financial statements for the year ended 31 December 2023.

Business review
 
Sales were £8.1m for the year ended 31 December 2023 which had reduced from £12.4m in the 2022 year.  This reduction related to the global economic slowdown post Covid and particularly as supply issues limited sales across key territories.In addition and due to these factors, strategic decisions were made to move away from less profitable business and a more focused approach.
 
At the time of publication of these financial statements, the Directors are pleased to report that trading has improved and a return to profitability is expected to be reported in 2024.  This results from a general improvement in the UK and global demand for products, repricing and a return to normality of shipping costs.
 
Principal risks and uncertainties
 
The market continues to be highly competitive and the Company manages this risk through significant investment in new product development and marketing initiatives.
The operations of the Company expose it to a variety of financial risks including the effects of changes in foreign currency exchange rates, credit risk and liquidity risk.
The principal financial instruments of the Company comprise Sterling, US Dollar, Euro and Canadian Dollar cash and bank accounts, bank overdrafts and loans together with trade debtors and trade creditors that arise directly from its operations.
The main risks arising from the financial instruments of the group can be analysed as follows:
Foreign currency risk
The Company is exposed in its trading operations to the risk of changes in foreign currency exchange rates. The Company both buys and sells goods globally which therefore gives a natural hedge to an extent. The Board has also adopted a foreign exchange strategy to reduce the impact of foreign exchange rates movements as appropriate. The main foreign currencies in which the Company operates are the US Dollar, Canadian Dollar and the Euro. The Group has US-based subsidiaries which can affect the Sterling group Balance Sheet, as a result of the movements in the Sterling to Dollar exchange rates.

Page 1

 
AVF GROUP LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Credit risk
The principal financial assets of the Company are bank balances, cash and trade debtors, which represent the Company's maximum exposure to credit risk in relation to financial assets.
Credit risk is managed by monitoring the aggregate amount and duration of exposure to any one customer depending upon their credit rating.
In addition, the Company takes out credit insurances for customers, where possible, and subject to the terms and conditions of the insurer.
Liquidity risk
The Company’s policy had been to ensure continuity of funding through arranging funding for operations via medium term bank loans and over-draft facilities to aid short-term flexibility.
Cash flow interest rate risks
Interest bearing assets comprise cash and bank deposits, all of which earn interest at market rate. The directors monitor the overall level of borrowings and interest costs to limit any adverse effects on financial performance of the Company.

Going Concern

In the 2022 financial statements the Board reported certain trading and cash-flow challenges but are pleased to report an improvement since that time. In particular we note the following points:
A. In summer 2024 the business refinanced with a new lender.  The facility in place is a CID facility for 3 years with a maximum drawdown of £1.5m based on a percentage of eligible debtors.  The Board are very pleased with the new relationship which has been very positive and supportive. Management have prepared forecasts through to the end of 2025 which show that the business will continue to operate within agreed facilities throughout that period, albeit the headroom is limited at certain points.
B. The order backlog and expected volumes for 2025 have increased compared to both 2023 and 2024 including new customers and increased volumes with existing customers.
C. Profit margins are on the increase due to freight costs stabilising back to previous levels and business focus so therefore 2024 and 2025 are expected to generate improved results.
As with most similar businesses, there continues to be pressure on cash and close management of day to day payments and receivables is being exercised to maximise the position and manage pressure points. Management are confident that the Company and Group will be in a position to meet their obligations for period not less than 12 months from the date the accounts are signed, although a certain level of uncertainty remains. 

Page 2

 
AVF GROUP LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Financial key performance indicators
 

                                                     2023            2022              
Operating loss margin %                (3.8)    (8.9)   
Turnover by employee £                     224,343           309,891
Working capital as a % of turnover              14.7               12.7
Notes to key performance indicators
Operating profit margin % = operating profit before impairment loss as a percentage of turnover. AVF Group Limited aims to increase operating profit margins and measures performance against this objective by measuring operating profit margins %. Source data is taken from the audited financial statements. 
Turnover per employee = turnover divided by the average monthly number of employees in the year. AVF Group Limited aims to increase value added by employees and uses turnover by employee to measure this. Source data is taken from the audited financial statements. 
Working capital % turnover = year end operating working capital as a percentage of turnover. AVF Group Limited aims to minimise working capital as a % of turnover to facilitate cash management. Source data is taken from the audited financial statements. Operating working capital comprises stock, debtors and creditors excluding corporation tax, deferred tax and other taxes and social security.

Other key performance indicators
 
Environmental matters
The Company seeks to maintain the highest standards, being aware of social and environmental responsibilities. 
Employee matters
The Company is committed to promoting policies to ensure that employees and those who seek to work for the group are treated equally regardless of sex, marital status, age, creed, colour, race or ethnic origin. 
The Company gives full and fair consideration to applications for employment received from people with disabilities, having regard to their particular aptitudes and abilities. If employees become disabled, every effort is made to ensure that their employment continues, and training or re-training is arranged and career development and promotion offered whenever practicable. The Company’s policy is to provide equal opportunities to entire staff on the basis of objective criteria and personal merit.
The Company believes in promoting the fullest involvement of employees in their work to gain their maximum understanding of and commitment to, the Company’s objectives. This is achieved through regular meetings and
an open management style that encourages participation and recognises effort.


This report was approved by the board on 27 November 2024 and signed on its behalf.



A M Keenan
Director

Page 3

 
AVF GROUP LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Directors

The directors who served during the year were:

A M Keenan 
D A Gallimore (Chairman) 
S J West 

Directors' responsibilities statement

The directors are responsible for preparing the Strategic report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

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

Qualifying third party indemnity provisions

The Company has provided qualifying third party indemnity provisions in respect of the board of directors which were in force during the year and at the date of this report.

Matters covered in the Strategic report

Business review, principal risks and uncertainties facing the company, key performance indicators, discussion of employee matters and discussion of environmental matters have been included within the Strategic Report.

Page 4

 
AVF GROUP LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Post balance sheet events

After the year end, on 27 June 2024, Group refinanced and signed a new financing facility of £1.5m for 3 years.

Auditor

The auditor, MHAwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 27 November 2024 and signed on its behalf.
 





A M Keenan
Director

Page 5

 
AVF GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AVF GROUP LIMITED
 

Opinion


We have audited the financial statements of AVF Group Limited (the 'Company') for the year ended 31 December 2023, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of changes in equity and the related notes, including significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion, the financial statements:


give a true and fair view of the state of the Company's affairs as at 31 December 2023 and of its 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 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 responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 2.3 in the financial statements, which indicates that whilst the business has recently refinanced with a new lender, the amount of liquidity headroom available in the 12 months from the date of approval of these financial statements is limited at certain points in the year. As stated in note 2.3, these events or conditions, along with the other matters as set forth in note 2.3, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter. 


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


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


Page 6

 
AVF GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AVF GROUP LIMITED (CONTINUED)


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 ReportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the 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
 

In the light of the knowledge and understanding of the 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:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 4, 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 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 Company or to cease operations, or have no realistic alternative but to do so.


Page 7

 
AVF GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AVF GROUP LIMITED (CONTINUED)


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.


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 specific procedures for this engagement and the extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Enquiry of management and those charged with governance around actual and potential litigation and claims;
A review of legal and professional expense nominal accounts for any indications of non-compliance with laws and regulations;
Performing audit work over the risk of management override of controls, including testing of large and otherwise unusual journal entries and other adjustments for appropriateness;
Reviewing minutes of meetings of those charged with governance; and
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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 Auditor's report.


Page 8

 
AVF GROUP LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AVF GROUP LIMITED (CONTINUED)


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 2006Our 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.





Martin Ramsey BSc (Hons) FCCA (Senior statutory auditor)
for and on behalf of
MHA (statutory auditor)
Birmingham, United Kingdom

27 November 2024
MHA is the trading name of MacIntyre Hudson LLP, a limited liability partnership in England and Wales (registered number OC312313).
Page 9

 
AVF GROUP LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

Before exceptional costs
Exceptional costs
Total
Before exceptional costs
Exceptional costs
Total
2023
2023
2023
2022
2022
2022
Note
£
£
£
£
£
£

  

Turnover
 4 
8,076,344
-
8,076,344
12,395,653
-
12,395,653

Raw materials and consumables
  
(4,741,848)
-
(4,741,848)
(7,193,688)
-
(7,193,688)

Change in stocks of finished goods
  
(340,181)
-
(340,181)
(1,317,494)
-
(1,317,494)

Other external charges
  
(1,599,758)
-
(1,599,758)
(2,276,362)
-
(2,276,362)

Gross profit
  
1,394,557
-
1,394,557
1,608,109
-
1,608,109

Staff costs
  
(1,652,921)
-
(1,652,921)
(1,678,185)
-
(1,678,185)

Depreciation and amortisation
  
(44,303)
-
(44,303)
(44,303)
-
(44,303)

Exceptional other operating expenses
 12 
-
-
-
-
(989,186)
(989,186)

Operating loss
 5 
(302,667)
-
(302,667)
(114,379)
(989,186)
(1,103,565)

Interest receivable and similar income
 9 
2,070
-
2,070
17
-
17

Interest payable and similar expenses
 10 
(156,123)
-
(156,123)
(118,799)
-
(118,799)

Loss before tax
  
(456,720)
-
(456,720)
(233,161)
(989,186)
(1,222,347)

Tax on loss
 11 
(37,393)
-
(37,393)
191,266
-
191,266

Loss for the financial year
  
(494,113)
-
(494,113)
(41,895)
(989,186)
(1,031,081)

There were no recognised gains and losses for 2023 or 2022 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 13 to 29 form part of these financial statements.

Page 10

 
AVF GROUP LIMITED
REGISTERED NUMBER: 01339678

STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 13 
38,025
76,388

Tangible assets
 14 
10,144
16,084

  
48,169
92,472

Current assets
  

Stocks
 15 
1,876,350
2,216,531

Debtors: amounts falling due within one year
 16 
6,309,256
6,272,197

Cash at bank and in hand
 17 
161,809
170,934

  
8,347,415
8,659,662

Creditors: amounts falling due within one year
 18 
(7,340,477)
(7,240,307)

Net current assets
  
 
 
1,006,938
 
 
1,419,355

Total assets less current liabilities
  
1,055,107
1,511,827

Provisions for liabilities
  

Deferred tax
 19 
81,401
118,794

Net assets
  
1,136,508
1,630,621


Capital and reserves
  

Called up share capital 
 20 
45,340
45,340

Share premium account
 21 
110,850
110,850

Profit And loss account
 21 
980,318
1,474,431

  
1,136,508
1,630,621


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 27 November 2024.




A M Keenan
Director

The notes on pages 13 to 29 form part of these financial statements.

Page 11

 
AVF GROUP LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Capital redemption reserve
Profit and loss account
Total equity

£
£
£
£


At 1 January 2022
45,340
110,850
2,505,512
2,661,702


Comprehensive income for the year

Loss for the year
-
-
(1,031,081)
(1,031,081)



At 1 January 2023
45,340
110,850
1,474,431
1,630,621


Comprehensive income for the year

Loss for the year
-
-
(494,113)
(494,113)


At 31 December 2023
45,340
110,850
980,318
1,136,508


The notes on pages 13 to 29 form part of these financial statements.

Page 12

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

AVF Group Limited is a private Company limited by shares and incorporated in England and Wales. Its registered office is located at Road 30, Hortonwood Industrial Estate, Telford, Shropshire, TF1 7YE.
The principal activity of the Company is the sale of TV mounts, stands and other furniture.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 26 Share-based Payment paragraphs 26.18(b), 26.19 to 26.21 and 26.23;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of AVF Global Limited as at 31 December 2023 and these financial statements may be obtained from Road 30, Hortonwood Industrial Estate, Telford, Shropshire, TF1 7YE.

Page 13

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Going concern

In the 2022 financial statements the Board reported certain trading and cash-flow challenges but are pleased to report an improvement since that time. In particular we note the following points:
A. In summer 2024 the business refinanced with a new lender.  The facility in place is a CID facility for 3 years with a maximum drawdown of £1.5m based on a percentage of eligible debtors.  The Board are very pleased with the new relationship which has been very positive and supportive. Management have prepared forecasts through to the end of 2025 which show that the business will continue to operate within agreed facilities throughout that period, albeit the headroom is limited at certain points.
B. The order backlog and expected volumes for 2025 have increased compared to both 2023 and 2024 including new customers and increased volumes with existing customers.
C. Profit margins are on the increase due to freight costs stabilising back to previous levels and business focus so therefore 2024 and 2025 are expected to generate improved results.
As with most similar businesses, there continues to be pressure on cash and close management of day to day payments and receivables is being exercised to maximise the position and manage pressure points. Management are confident that the Company and Group will be in a position to meet their obligations for period not less than 12 months from the date the accounts are signed, although a certain level of uncertainty remains.
 

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

Page 14

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Customer rebates are recognised in the period to which they relate. In line with the requirements of FRS 102, early settlement or volume rebates are deducted from revenue. Other specific rebates such as marketing support rebates are included within other external charges.

 
2.6

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

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.

 
2.7

Research and development

Expenditure for research and development is written off in the year in which it is incurred.

 
2.8

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.9

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 15

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.10

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

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. The assets of the plan are held separately from the Company in independently administered funds.

 
2.11

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

 
2.12

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

 
2.13

Intangible 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.
Computer software is amortised over its expected useful life of 5 years.

Page 16

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.14

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Plant and machinery
-
8% - 25% per annum
Fixtures and fittings
-
8% - 25% per annum
Computer equipment
-
8% - 25% per annum

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.15

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.16

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.17

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.18

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 17

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.19

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of comprehensive income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the reporting date.

Financial assets and liabilities are offset and the net amount reported in the Statement of financial position when there is an 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.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgments and estimates.
There are no key assumptions concerning the future, and other key sources of estimation at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

Page 18

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Turnover

The whole of the turnover is attributable to the Company's principal activity. The geographical analysis of turnover has been omitted on the grounds that the directors believe this would be seriously prejudicial to the Company.


5.


Operating loss

The operating loss is stated after charging:

2023
2022
£
£

Exchange differences
(147,134)
307,264

Other operating lease rentals
169,549
73,122

Depreciation of tangible fixed assets
5,940
5,941

Amortisation of intangible fixed assets
38,363
38,363


6.


Auditor's remuneration

During the year, the Company obtained the following services from the Company's auditor:


2023
2022
£
£

Fees payable to the Company's auditor for the audit of the Company's financial statements
21,333
17,875

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.


7.


Employees

Staff costs were as follows:


2023
2022
£
£

Wages and salaries
1,326,140
1,342,980

Social security costs
128,308
134,021

Cost of defined contribution scheme
198,473
201,184

1,652,921
1,678,185


The total key management compensation inclusive of pension contributions paid during the year was £615,734 (2022: £641,603).
The average monthly number of employees, including directors, during the year was 36 (2022: 40).

Page 19

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Directors' remuneration

Directors' remuneration excluding pension contributions for the year ended 31 December 2023 was £220,118 (2022: £238,348).
The highest paid director received salary, fees and bonuses of £97,738, pension contributions of £28,034 and benefits in kind of £2,286.
Pension contributions of £45,442 (2022: £35,991) were paid by the Company on behalf of the Company's directors in respect of defined contribution pension schemes.
During the year no retirement benefits were accruing to any directors (2022 : Nil) in respect of defined contribution pension schemes.




9.


Interest receivable

2023
2022
£
£


Other interest receivable
2,070
17


10.


Interest payable and similar expenses

2023
2022
£
£


Bank interest payable
113,307
105,841

Loans from group undertakings
42,816
12,958

156,123
118,799

Page 20

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


Taxation


2023
2022
£
£

Corporation tax


Adjustments in respect of previous periods
-
(49,555)


Total current tax
-
(49,555)

Deferred tax


Origination and reversal of timing differences
-
(2,081)

Deferred tax - charge to profit or loss
37,393
(139,630)

Total deferred tax
37,393
(141,711)


Tax on loss
37,393
(191,266)
Page 21

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
11.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 25% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Loss on ordinary activities before tax
(456,720)
(1,222,347)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.52% (2022 - 19%)
(114,180)
(232,246)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
1,830
1,600

Other permanent differences
-
5

Adjustments to tax charge in respect of prior periods
(35,201)
(37,282)

Other timing differences leading to an increase (decrease) in taxation
191,155
77,238

Remeasurement of deferred tax for changes in tax rates
(6,211)
(5,795)

Group relief
-
5,214

Total tax charge for the year
37,393
(191,266)

Page 22

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
11.Taxation (continued)


Factors that may affect future tax charges

In the spring budget 2021, the UK Government announced that the UK corporation tax rate would increase to 25% with effect from 1 April 2023, the effects of which are immaterial in the current year.


12.


Exceptional items

2023
2022
£
£


Exceptional Freight Cost
-
989,186


13.


Intangible assets




Computer software

£



Cost


At 1 January 2023
192,226



At 31 December 2023

192,226



Amortisation


At 1 January 2023
115,838


Charge for the year
38,363



At 31 December 2023

154,201



Net book value



At 31 December 2023
38,025



At 31 December 2022
76,388



Page 23

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Tangible fixed assets





Plant and machinery
Fixtures and fittings
Computer equipment
Other fixed assets
Total

£
£
£
£
£



Cost or valuation


At 1 January 2023
110,359
70,672
56,820
1,916
239,767



At 31 December 2023

110,359
70,672
56,820
1,916
239,767



Depreciation


At 1 January 2023
110,359
69,903
41,505
1,916
223,683


Charge for the year
-
725
5,215
-
5,940



At 31 December 2023

110,359
70,628
46,720
1,916
229,623



Net book value



At 31 December 2023
-
44
10,100
-
10,144



At 31 December 2022
-
769
15,315
-
16,084


15.


Stocks

2023
2022
£
£

Finished goods and goods for resale
1,876,350
2,216,531


An impairment charge of £55,524 (2022: £3,806 charge) was recognised in cost of sales against stock during the year due to slow-moving and obsolete stock.

Page 24

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

16.


Debtors

2023
2022
£
£


Trade debtors
1,730,455
1,656,283

Amounts owed by group undertakings
4,412,243
4,461,995

Other debtors
2,530
-

Prepayments and accrued income
164,028
153,919

6,309,256
6,272,197


A Bad Debt charge of £12,032 (Impairment reversal in 2022: £27,217) was recognised in the year against bad debt reserves in the trade debtors.
Amounts owed by group undertakings do not bear interest and are repayable on demand.


17.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
161,809
170,934


Included within cash at bank is £30k (2022: £100k) of restricted cash in respect of a HMRC Duty Deferment Guarantee Facility.

Page 25

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

18.


Creditors: Amounts falling due within one year

2023
2022
£
£

Bank loans
-
181,818

Other loans
918,206
1,955,318

Trade creditors
1,906,419
2,416,137

Amounts owed to group undertakings
3,096,613
2,024,021

Corporation tax
35,201
35,201

Other taxation and social security
309,596
290,563

Accruals and deferred income
1,074,442
337,249

7,340,477
7,240,307


Included within bank loans was a Coronavirus Business Interruption Loan, which was secured by a fixed and floating charge over the assets of the Company and its fellow UK group undertakings. The loan included an initial 12-month interest-free period, followed by interest accruing at a rate of 5.28%. It also featured a six-month capital repayment holiday, after which it was repayable through 11 quarterly instalments and a final balloon payment. During the year, the loan was fully repaid, with £81,818 paid in quarterly instalments and a final balloon payment of £100,000. The asset based lending facility has a £1.5M limit and is secured by a fixed and floating charge over the asset of the group.

Amounts owed to group undertaking bear interest between 0% and 3% and are repayable on demand.

Page 26

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

19.


Deferred taxation




2023


£






At beginning of year
118,794


Charged to profit or loss
(37,393)



At end of year
81,401

The deferred tax asset is made up as follows:

2023
2022
£
£


Deferred tax - balance b/fwd
118,794
(20,836)

Deferred tax - charge to profit or loss
(37,393)
139,630

Deferred Tax at year end
81,401
118,794

Page 27

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

20.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



45,340 (2022 - 45,340) Ordinary shares of £1.00 each
45,340
45,340



21.


Reserves

Capital redemption reserve

Represents amounts historically transferred upon the redemption or purchase of the Company's own shares.

Profit and loss account

Includes all current and prior year retained profits and losses.


22.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company  to the fund and amounted to £198,473 (2022 - £201,184) . Contributions totalling £35,886 (2022 - £38,393) were payable to the fund at the reporting date and are included in creditors.


23.


Commitments under operating leases

At 31 December 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than 1 year
187,217
205,736

Later than 1 year and not later than 5 years
653,590
365,318

840,807
571,054


24.


Related party transactions

As a wholly owned subsidiary of AVF Global Limited, the Company is exempt from the requirements of FRS 102 to disclose transactions with other wholly owned members of the group.

Page 28

 
AVF GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

25.


Controlling party

The Company is a subsidiary undertaking of AVF Holdings Limited, a company registered in England and Wales. The ultimate parent and controlling party is AVF Global Limited.
The largest and smallest group in which the results of AVF Group Limited for the year to 31 December 2023 are consolidated is that headed by AVF Global Limited whose principal place of business is at Road 30, Hortonwood Industrial Estate, Telford, Shropshire, TF1 7YE. The consolidated financial statements of the group are available to the public and may be obtained from the above address.
The group has no single controlling party.


26.


Post balance sheet events

After the year end, on 27 June 2024, Group refinanced and signed a new financing facility of £1.5m for 3 years.

Page 29