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Company Registration Number 03627264























BLACKS VISUAL MERCHANDISING LIMITED





FINANCIAL STATEMENTS





 29 FEBRUARY 2024




















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BLACKS VISUAL MERCHANDISING LIMITED
 

COMPANY INFORMATION


DIRECTORS
Mr A Vilarrubi 
Mr J M Greenbaum 




REGISTERED NUMBER
03627264



REGISTERED OFFICE
Rudgate
Walton

Thorp Arch

Wetherby

West Yorkshire

LS23 7AU




INDEPENDENT AUDITORS
Armstrong Watson Audit Limited
Chartered Accountants & Statutory Auditors

Third Floor

10 South Parade

Leeds

West Yorkshire

LS1 5QS





 
BLACKS VISUAL MERCHANDISING LIMITED
 

CONTENTS



Page
Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditors' Report
 
5 - 8
Statement of Comprehensive Income
 
9
Balance Sheet
 
10 - 11
Statement of Changes in Equity
 
12
Notes to the Financial Statements
 
13 - 29


 
BLACKS VISUAL MERCHANDISING LIMITED
 

STRATEGIC REPORT
FOR THE YEAR ENDED 29 FEBRUARY 2024

Introduction
 
The directors have pleasure in presenting this report and the financial statements for the year ended 29 February 2024.
Blacks Visual Merchandising Limited is based in England, and is a wholly owned subsidiary of Blacks Industries Limited.

Business review
 
The Company continued its principal activity as a designer, manufacturer, and installer of visual merchandising displays for the retail sector.
As with the prior financial year, the Directors noted a profit for the year. This has resulted from the continued growth of their client base.
The Company continuously monitors the potential political risks associated with exporting to countries across the globe where applicable.

Principal risks and uncertainties
 
The Company operates in the UK and worldwide.  The Company manages the risks inherent in its activities. The company seeks to mitigate exposure to all forms of risk, both external, internal and where practical.
The retail sector continues to be a challenging sector to operate in.  This risk is minimised by continued growth of our client base as well as looking at other diversification options.
Global, Political and Economic conditions
The Company has a customer base in countries within Europe and worldwide.  With the ongoing Brexit process this presents risks in continuing to work with our European customers.  This is being monitored closely in order to minimise risk.
Also, it is exposed in every country it operates; the diverse nature of the Company's activities and customers help mitigate this risk and the effects of any adverse changes.
Foreign Exchange
The Company is exposed to both transaction risk (where services are provided in one currency and sold in another) and translation risk (where non UK businesses are translated into differing sterling values depending on the exchange rate at the time). Transaction risks are mitigated by dealing with the same currency (sourcing services in the same currency as the sale) where possible. Translation risk remains and is accepted as part of the strategic decision of the company to operate in foreign countries.
Credit
The Company is exposed to credit risk in relation to customers, banks and insurers. Strict credit control procedures take into account identified risks relating to customers.
Brexit
The directors are aware of the risks and uncertainties surrounding the UK’s withdrawal from the European Union. Whilst the company has limited exposure to the direct uncertainty created by in respect of the various risks mentioned, the directors are aware that any future plans may be subject to unforeseen circumstances outside of the director’s control. The company has therefore implemented policies that maintained a strong balance sheet to minimise these risks and allow the continuing operational capabilities of the business.

Page 1

 
BLACKS VISUAL MERCHANDISING LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024

Financial key performance indicators
 
The directors have identified turnover and profit before tax as the major key performance indicators of the Group.
Turnover for the year was £9,162,093 which represents an increase of 0.75% from the previous year.
Profit before tax for the year was £761,930 which represents a increase of £230,772 from the previous year.


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



Mr A Vilarrubi
Director

Date: 27 November 2024

Page 2

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 29 FEBRUARY 2024

The directors present their report and the financial statements for the year ended 29 February 2024.

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.

PRINCIPAL ACTIVITY

The principal activity of the company continued to be that of the design and manufacture of in-store merchandising fittings and window displays for the retail industry. 

RESULTS AND DIVIDENDS

The profit for the year, after taxation, amounted to £1,019,453 (2023 - £1,372,496).

Dividends of £611,985 (2023: £262,873) were paid in the current year.

DIRECTORS

The directors who served during the year were:

Mr A Vilarrubi 
Mr J M Greenbaum 

FUTURE DEVELOPMENTS

The directors are not expecting to make any significant changes in the nature of the business in the near future.

Page 3

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024

DISCLOSURE OF INFORMATION TO AUDITORS

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 auditors are 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 auditors are aware of that information.

AUDITORS

The auditorsArmstrong Watson Audit Limitedhaving being appointed in the year and being eligible will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





Mr A Vilarrubi
Director

Date: 27 November 2024

Page 4

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BLACKS VISUAL MERCHANDISING LIMITED
 

OPINION


We have audited the financial statements of Blacks Visual Merchandising Limited (the 'Company') for the year ended 29 February 2024, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of 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 29 February 2024 and of its profit 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 Auditors' 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.


PRIOR YEAR NOT AUDITED


During the prior year, the company was not subject to audit, therefore the prior year figures were not audited. 


CONCLUSIONS RELATING TO GOING CONCERN


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.


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


Page 5

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BLACKS VISUAL MERCHANDISING LIMITED (CONTINUED)


OTHER INFORMATION


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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 its 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 3, 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 6

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BLACKS VISUAL MERCHANDISING LIMITED (CONTINUED)


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 an Auditors' 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 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:
 
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 industry. The applicable laws and regulations we identified were Companies Act 2006 and tax legislation;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management; 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 entity’s financial statements to material 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; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we: 

performed analytical procedures to identify any unusual or unexpected relationships;
tested journal entries to identify unusual transactions; and
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias.

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 disclosures to underlying supporting documentation; and
enquiring of management as to actual and potential litigation and claims.


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 Auditors' Report.


Page 7

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BLACKS VISUAL MERCHANDISING 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 Auditors' 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.





Matthew Osbourne (Senior Statutory Auditor)
  
for and on behalf of
Armstrong Watson Audit Limited
 
Chartered Accountants & Statutory Auditors
  
Leeds

27 November 2024
Page 8

 
BLACKS VISUAL MERCHANDISING LIMITED
 

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 29 FEBRUARY 2024

2024
Unaudited 2023
Note
£
£

  

Turnover
 4 
9,162,093
9,093,480

Cost of sales
  
(4,475,808)
(5,164,670)

GROSS PROFIT
  
4,686,285
3,928,810

Distribution costs
  
(654,781)
(665,697)

Administrative expenses
  
(3,207,173)
(2,696,084)

Other operating income
 5 
349
5,143

OPERATING PROFIT
 6 
824,680
572,172

Interest receivable and similar income
 10 
21,555
14,419

Interest payable and similar expenses
 11 
(84,855)
(55,983)

PROFIT BEFORE TAX
  
761,380
530,608

Tax on profit
 12 
258,073
841,888

PROFIT FOR THE FINANCIAL YEAR
  
1,019,453
1,372,496

There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2024 (2023:£NIL).

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

Page 9

 
BLACKS VISUAL MERCHANDISING LIMITED
REGISTERED NUMBER: 03627264

BALANCE SHEET
AS AT 29 FEBRUARY 2024

29 February
Unaudited 28 February
2024
2023
Note
£
£

Fixed assets
  

Tangible assets
 14 
943,368
352,756

  
943,368
352,756

Current assets
  

Stocks
 15 
110,886
268,088

Debtors: amounts falling due within one year
 16 
4,972,409
4,705,143

Cash at bank and in hand
 17 
70,540
110,507

  
5,153,835
5,083,738

Creditors: amounts falling due within one year
 18 
(1,804,016)
(1,763,312)

Net current assets
  
 
 
3,349,819
 
 
3,320,426

Total assets less current liabilities
  
4,293,187
3,673,182

Creditors: amounts falling due after more than one year
 19 
(432,410)
(271,867)

Provisions for liabilities
  

Deferred tax
 23 
(126,950)
(74,956)

  
 
 
(126,950)
 
 
(74,956)

Net assets
  
3,733,827
3,326,359


Capital and reserves
  

Called up share capital 
 24 
10,000
10,000

Profit and loss account
 25 
3,723,827
3,316,359

  
3,733,827
3,326,359


Page 10

 
BLACKS VISUAL MERCHANDISING LIMITED
REGISTERED NUMBER: 03627264

BALANCE SHEET (CONTINUED)
AS AT 29 FEBRUARY 2024

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




Mr A Vilarrubi
Director

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

Page 11

 
BLACKS VISUAL MERCHANDISING LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 29 FEBRUARY 2024


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 March 2023
10,000
3,316,359
3,326,359


Comprehensive income for the year

Profit for the year

-
1,019,453
1,019,453


Other comprehensive income for the year
-
-
-


Total comprehensive income for the year
-
1,019,453
1,019,453


Contributions by and distributions to owners

Dividends: Equity capital
-
(611,985)
(611,985)


Total transactions with owners
-
(611,985)
(611,985)


At 29 February 2024
10,000
3,723,827
3,733,827


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


STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 28 FEBRUARY 2023


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 March 2022
10,000
2,206,736
2,216,736


Comprehensive income for the year

Profit for the year

-
1,372,496
1,372,496


Other comprehensive income for the year
-
-
-


Total comprehensive income for the year
-
1,372,496
1,372,496


Contributions by and distributions to owners

Dividends: Equity capital
-
(262,873)
(262,873)


Total transactions with owners
-
(262,873)
(262,873)


At 28 February 2023
10,000
3,316,359
3,326,359


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

Page 12

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

1.


General information

Blacks Visual Merchandising Limited is a private company limited by shares incorporated in England and Wales. The registered office is Rudgate, Walton, Wetherby, West Yorkshire, LS23 7AU. 

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 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Blacks Industries Limited  as at 29 February 2024 and these financial statements may be obtained from Companies House.

 
2.3

Going concern

The financial statements have been prepared on the basis that the company will continue to receive support from the directors, shareholders and related parties.
After consideration of all factors, the directors continue to adopt the going concern basis in preparing the financial statements.

Page 13

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

2.Accounting policies (continued)

 
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'.

 
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.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Page 14

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

2.Accounting policies (continued)

 
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

Interest income

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

 
2.8

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.

 
2.9

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

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

Page 15

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

2.Accounting policies (continued)

 
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 balance sheet 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 balance sheet 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 balance sheet date.

 
2.12

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, .

Depreciation is provided on the following basis:

Plant and machinery
-
7 years straight line
Motor vehicles
-
25% reducing balance
Fixtures and fittings
-
3 years to 7 years straight line

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.

Page 16

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

2.Accounting policies (continued)

 
2.13

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 balance sheet 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.

 
2.14

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.

 
2.15

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.

 
2.16

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.

 
2.17

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Deferred tax liabilities are also presented within provisions but are measured in accordance with the accounting policy on taxation.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.18

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of
Page 17

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

2.Accounting policies (continued)


2.18
Financial instruments (continued)

financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

 
2.19

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Page 18

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgements and
estimates. The items in the financial statements where these judgments and estimates have been made
include:
Trade creditors and accruals - Judgement has to be made in providing for costs which relate to revenue from sales which have been invoiced and recognised in these financial statements.


4.


Turnover

Analysis of turnover by country of destination:

2024
Unaudited 2023
£
£

United Kingdom
7,473,816
6,837,096

Rest of the world
1,688,277
2,256,384

9,162,093
9,093,480



5.


Other operating income

2024
Unaudited 2023
£
£

Sundry income
349
5,143

349
5,143



6.


Operating profit

The operating profit is stated after charging:

2024
Unaudited 2023
£
£

Exchange differences
8,376
61,555

Other operating lease rentals
285,619
198,790

Page 19

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

7.


Auditors' remuneration

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


2024
Unaudited 2023
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
20,500
-

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.


8.


Employees

2024
Unaudited 2023
£
£

Wages and salaries
2,372,763
2,072,111

Social security costs
146,907
137,128

Cost of defined contribution scheme
28,997
24,819

2,548,667
2,234,058


The average monthly number of employees, including the directors, during the year was as follows:


        2024
   Unaudited 2023
            No.
            No.







Staff
62
56



Directors
2
2

64
58


9.


Directors' remuneration

2024
Unaudited 2023
£
£

Directors' emoluments
17,568
17,568

17,568
17,568


Page 20

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

10.


Interest receivable

2024
Unaudited 2023
£
£


Other interest receivable
21,555
14,419

21,555
14,419


11.


Interest payable and similar expenses

2024
Unaudited 2023
£
£


Bank interest payable
26,541
25,562

Other loan interest payable
36,158
18,376

Finance leases and hire purchase contracts
22,156
12,045

84,855
55,983


12.


Taxation


2024
Unaudited 2023
£
£

Corporation tax


Current tax on profits for the year
136,947
98,886

Adjustments in respect of previous periods
(447,014)
(957,059)


(310,067)
(858,173)


Total current tax
(310,067)
(858,173)

Deferred tax


Origination and reversal of timing differences
51,994
16,285

Total deferred tax
51,994
16,285


Taxation on loss on ordinary activities
(258,073)
(841,888)
Page 21

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2023 - lower than) the standard rate of corporation tax in the UK of 25% (2023 - 19%). The differences are explained below:

2024
2023
£
£


Profit on ordinary activities before tax
761,380
530,608


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 19%)
190,345
100,816

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
1,707
2,044

Adjustments to tax charge in respect of prior periods
(447,014)
(957,059)

Other differences leading to an increase (decrease) in the tax charge
(3,111)
12,311

Total tax charge for the year
(258,073)
(841,888)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


13.


Dividends

29 February
Unaudited 28 February
2024
2023
£
£


Dividends paid
611,985
262,873

611,985
262,873

Page 22

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

14.


Tangible fixed assets







Plant and machinery
Motor vehicles
Fixtures and fittings
Total

£
£
£
£



Cost or valuation


At 1 March 2023
844,464
55,856
233,912
1,134,232


Additions
275,136
502,119
61,974
839,229


Disposals
(75,395)
-
(16,242)
(91,637)



At 29 February 2024

1,044,205
557,975
279,644
1,881,824



Depreciation


At 1 March 2023
584,278
36,302
160,896
781,476


Charge for the year on owned assets
92,781
71,868
44,161
208,810


Disposals
(43,713)
-
(8,117)
(51,830)



At 29 February 2024

633,346
108,170
196,940
938,456



Net book value



At 29 February 2024
410,859
449,805
82,704
943,368



At 28 February 2023
260,186
19,554
73,016
352,756

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


29 February
Unaudited 28 February
2024
2023
£
£



Plant and machinery
434,612
125,664

Motor vehicles
297,090
59,304

731,702
184,968

Page 23

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

15.


Stocks

29 February
Unaudited 28 February
2024
2023
£
£

Raw materials and consumables
19,800
30,900

Work in progress
91,086
237,188

110,886
268,088



16.


Debtors

29 February
Unaudited 28 February
2024
2023
£
£


Trade debtors
1,900,653
1,947,532

Amounts owed by group undertakings
1,855,716
2,054,716

Other debtors
1,133,097
611,985

Prepayments and accrued income
82,943
90,910

4,972,409
4,705,143



17.


Cash and cash equivalents

29 February
Unaudited 28 February
2024
2023
£
£

Cash at bank and in hand
70,540
110,507

Less: bank overdrafts
-
(10,484)

70,540
100,023


Page 24

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

18.


Creditors: Amounts falling due within one year

29 February
Unaudited 28 February
2024
2023
£
£

Bank overdrafts
-
10,484

Bank loans
134,836
169,086

Trade creditors
624,458
956,069

Factoring creditor
224,227
40,277

Corporation tax
136,947
98,886

Other taxation and social security
182,013
230,549

Obligations under finance lease and hire purchase contracts
171,945
76,634

Other creditors
85,103
22,417

Accruals and deferred income
244,487
158,910

1,804,016
1,763,312


The overdraft is secured by a fixed and floating charge on the assets of the company.  The bank loans are secured by a fixed and floating charge over group assets, key man insurance policies and personal guarantees given by the directors. The factoring creditor is secured on the debts to be collected and a fixed and floating charge over the company assets.
Net obligations under finance leases and hire purchase contracts are secured by fixed charges over the assets concerned. 


19.


Creditors: Amounts falling due after more than one year

29 February
28 February
2024
2023
£
£

Bank loans
87,055
230,070

Net obligations under finance leases and hire purchase contracts
345,355
41,797

432,410
271,867


Net obligations under finance leases and hire purchase contracts are secured by fixed charges over the assets concerned. The bank loans are secured by a fixed and floating charge over group assets, key man insurance policies and personal guarantees given by the directors.

Page 25

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

20.


Loans


Analysis of the maturity of loans is given below:


29 February
Unaudited 28 February
2024
2023
£
£

Amounts falling due within one year

Bank loans
134,836
169,086

Amounts falling due 1-5 years

Bank loans
87,055
230,070


221,891
399,156



21.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

29 February
Unaudited 28 February
2024
2023
£
£


Within one year
171,945
76,634

Between 1-5 years
345,355
41,797

517,300
118,431


22.


Financial instruments

29 February
28 February
2024
2023
£
£

Financial assets


Financial assets measured at fair value through profit or loss
70,540
110,507




Financial assets measured at fair value through profit or loss comprise cash at bank and in hand. 

Page 26

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

23.


Deferred taxation






2024
Unaudited 2023


£

£






At beginning of year
(74,956)
(58,672)


Charged to profit or loss
(51,994)
(16,284)



At end of year
(126,950)
(74,956)

The provision for deferred taxation is made up as follows:

29 February
Unaudited 28 February
2024
2023
£
£


Accelerated capital allowances
(126,950)
(74,956)

(126,950)
(74,956)


24.


Share capital

29 February
Unaudited 28 February
2024
2023
£
£
Allotted, called up and fully paid



4,500 (2023 - 4,500) Ordinary A shares of £1.00 each
4,500
4,500
4,500 (2023 - 4,500) Ordinary B shares of £1.00 each
4,500
4,500
500 (2023 - 500) Ordinary C shares of £1.00 each
500
500
500 (2023 - 500) Ordinary D shares of £1.00 each
500
500

10,000

10,000

All classes of shares rank passi passu in terms of voting, dividend and capital distribution rights. 



25.


Reserves

Profit and loss account

This includes all current and prior period retained profits and losses.

Page 27

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

26.


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 £47,702 (2023 - £40,498). Contributions totalling £10,210 (2023 - £9,141) were payable to the fund at the balance sheet date and are included in creditors.


27.


Commitments under operating leases

At 29 February 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

29 February
Unaudited 28 February
2024
2023
£
£


Not later than 1 year
78,170
29,871

Later than 1 year and not later than 5 years
133,128
16,221

211,298
46,092


28.Other financial commitments

There is a composite guarantee between this company and Blacks Industries Limited, the parent company and its subsidiaries. At 28 February 2024 total bank borrowings within the composite guarantee including those of this company disclosed above amounted to £221,891 (2023 - £409,640).
As at the date of the approval of the financial statements, no default has occurred which would trigger the above liability, nor is one anticipated.


29.


Transactions with directors

Included within other debtors due within one year are loans owed by the directors;
At 29 February 2024 a balance of £1,133,097 (2023: £611,985) was owed by the directors. Interest of £19,414 (2023 - £14,235) was charged in the year ended 29 February 2024 and the loans are repayable on demand. During the year ended 29 February 2024, advances of £1,133,097 (2023 - £649,335) were made to the directors and there were repayments of £611,985 (2023 - £262,873). 


30.


Related party transactions

The company has taken advantage of the exemption contained in Section 33 of FRS102 "Related Party Disclosures" from disclosing transactions with entities which are part of the group, since 100% of the voting rights in the company are controlled within the group and the company is included within the group accounts which are publicly available.

Page 28

 
BLACKS VISUAL MERCHANDISING LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024

31.


Controlling party

This company is a wholly owned subsidiary of Blacks Industries Limited, a company incorporated in the United Kingdom. The registered office address and the principal place of business for the parent company is Rudgate, Walton, Wetherby, LS23 7AT. 
Blacks Industries Limited is under the control of Mr A Vilarrubi and Mr J M Greenbaum. 


Page 29