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REGISTERED NUMBER: 13478475 (England and Wales)










GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2024

FOR

BUY WHOLE FOODS ONLINE HOLDINGS LTD

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024










Page

Company Information 1

Group Strategic Report 2

Report of the Directors 5

Statement of Directors' Responsibilities 8

Report of the Independent Auditors 9

Consolidated Statement of Comprehensive Income 13

Consolidated Balance Sheet 14

Company Balance Sheet 15

Consolidated Statement of Changes in Equity 16

Company Statement of Changes in Equity 17

Consolidated Cash Flow Statement 18

Notes to the Consolidated Cash Flow Statement 19

Notes to the Consolidated Financial Statements 20


BUY WHOLE FOODS ONLINE HOLDINGS LTD

COMPANY INFORMATION
FOR THE YEAR ENDED 31 MARCH 2024







DIRECTORS: J P J Cooper
A M Martin



REGISTERED OFFICE: Unit B1/b2 Channel View Road
Minster
Ramsgate
United Kingdom
CT12 4EX



REGISTERED NUMBER: 13478475 (England and Wales)



SENIOR STATUTORY
AUDITOR:
Philip Evans BSc FCA



AUDITORS: PJE Chartered Accountants & Statutory Auditors
2 Oakfield Road
Clifton
Bristol
BS8 2AL

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024


The directors present their strategic report of the company and the group for the year ended 31 March 2024.

REVIEW OF BUSINESS
Strategic objectives
For the financial year ending 31 March 2024, the group focused on achieving the following key strategic objectives:

Marketing Enhancement: Significant improvements were made in the group’s marketing efforts, particularly in tracking new and returning customers. This allowed for more precise measurement and demonstrated a 7.8% year-on-year reduction in the cost of acquiring new customers, contributing to stronger profitability.

Customer Growth: From October 2023, the group experienced substantial growth in new customer acquisition, which further accelerated overall sales performance. This growth highlights the success of the group’s marketing strategies and customer engagement initiatives.

Operational Efficiency: The group maintained its focus on enhancing operational efficiency. Key improvements were made in cash flow management and the reinvestment of profits, ensuring the group remained well-positioned to sustain future growth while maximising returns.

PRINCIPAL RISKS AND UNCERTAINTIES
The group identified and actively addressed several key risks during the financial year:

Market Risks: The business environment remains challenging, with many competitors exiting the market. However, the group benefits from an advantageous cash flow structure, driven by immediate sales realisation through online payments and deferred supplier payments. This financial flexibility has strengthened the company’s cash position, mitigating some of the market risks that other businesses face.

Space Constraints and Reverse Economy of Scale: One of the primary operational risks the group faces is the limited warehouse space, which creates significant inefficiencies as order volumes increase. This "reverse economy of scale" means that handling, packing, and shipping costs rise disproportionately with larger order volumes, preventing the company from operating at optimal efficiency. Management has taken steps to maximise the use of available space and streamline operations but recognizes the need for additional capacity. To address this, enquiries have been made to secure extra warehouse space in the upcoming financial year.

Staffing Challenges: The tight labour market continues to present difficulties in recruiting and retaining suitable staff. Management has successfully mitigated this risk through the strategic use of agency staff and the negotiation of long-term agreements with staffing suppliers, ensuring that operational demands are met despite the challenging employment landscape.


BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024

KEY PERFORMANCE INDICATORS
During the financial year, the group tracked the following key performance indicators (KPIs) to measure progress and drive performance:

Revenue Growth: Turnover for the year grew by 24.4% to £21,083,959 (2023: £16,937,291). This increase was driven by strong organic growth alongside the success of targeted marketing strategies, positioning the group for sustained future growth.

Operating Profit: Operating profit increased by 20.1% to £2,569,372 (2023: £2,139,551), reflecting operational efficiencies and cost management despite a notable increase in administrative expenses. Interest receivable of £78,511 through fixed-term deposit savings further supported the group’s profitability, contributing to an 15.8% increase in profit before tax, reaching £2,476,649 (2023: £2,139,551).

Administrative Expenses: Administrative expenses rose by 26.9% to £4,548,818 (2023: £3,585,044), largely due to enhanced marketing campaigns aimed at driving future revenue growth. These investments in marketing are expected to yield longer-term benefits.

Profit After Tax: Profit after tax remained relatively stable at £1,778,309 (2023: £1,746,986), showing a marginal increase of 1.8%, despite a higher tax expense of £698,340 (2023: £392,565). The ability to maintain near-flat profit growth in the face of rising corporation tax demonstrates the group's effective financial management.

Cash Flow Management: The group effectively utilised its cash reserves to secure early payment discounts with suppliers, which aided in managing working capital efficiently. Additionally, surplus cash was placed in fixed-term deposits, generating interest income and contributing to the year’s positive financial performance.

Trade Debtors: The group maintained minimal exposure to trade debtors, ensuring a strong financial position and reducing the risk of bad debts, thereby safeguarding liquidity.

SIGNIFICANT DEVELOPMENTS
During the financial year, the group experienced several notable developments:

Marketing Campaign Success: The marketing enhancements implemented during the year, particularly from October 2023 onwards, resulted in significant growth. New customer orders surged by 79.5% year-on-year, highlighting the effectiveness of targeted marketing strategies in driving customer acquisition and revenue growth.

Revenue Growth and Warehouse Capacity Challenges: While the group saw strong revenue growth, it continues to face operational challenges due to space limitations in its warehouse. As order volumes have increased, these limitations have led to inefficiencies and higher costs in the packing and shipping processes. This reverse economy of scale has resulted in increased expenses and reduced operational efficiency for larger order volumes. Although management has implemented short-term strategies to mitigate the impact, addressing these capacity constraints remains a priority for long-term growth and operational improvement.

Staffing: Despite a challenging employment market, the group successfully maintained its staffing levels. Management employed a combination of agency staff and negotiated contracts with suppliers to secure a stable and efficient workforce, ensuring continued operational support without compromising service quality.


BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024

FUTURE OUTLOOK
Looking ahead, the group is well-positioned for continued growth in FY25, which is anticipated to be the most significant year of growth since the pandemic. The group plans to:

Continue Enhancing Marketing Strategies: Build on the marketing improvements already made to further increase customer acquisition, like the spend on advertising increasing by 65.5% year on year, which significantly increased overall profitability.

Strengthen Operational Efficiency: Continue reinvesting profits to support future growth, while optimising cash flow management and supplier relationships.

Expand Sustainability Efforts: Explore additional avenues to enhance the company's sustainability initiatives and reduce its environmental footprint.

Acquire Additional Space: To address current warehouse limitations and improve operational efficiency, the company is actively exploring opportunities to acquire additional space. Expanding the storage and processing capacity will enable the business to manage higher order volumes more efficiently, reduce costs associated with the reverse economy of scale, and support future growth. This will ensure the company can meet increasing customer demand without compromising on service quality or profitability.

ON BEHALF OF THE BOARD:





A M Martin - Director


23 December 2024

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 MARCH 2024


The directors present their report with the financial statements of the company and the group for the year ended 31 March 2024.

PRINCIPAL ACTIVITY
The group operates in the retail sector and specialise in the sale of whole foods, with a mission to provide high-quality, sustainably sourced products to its customers. The group operates predominantly online, offering a wide range of organic and natural foods.

The company's principal activity during the year was as the holding company for the Buy Whole Foods Online group of companies.

DIVIDENDS
Interim dividends per share were paid as follows:
£76,781 - 5 July 2023
£547,830 - 31 March 2024
£555.21

The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 31 March 2024 will be £ 624,611 .

FUTURE DEVELOPMENTS
Digital transformation
The group is committed to spearheading innovation and digital transformation within the organisation. A significant investment has been made in enhancing the online website ensuring a seamless and user-friendly experience for our customers. This strategic initiative aims to leverage technology to not only meet current market demands but also to anticipate and adapt to future consumer preferences.

Land acquisition for development
As part of our forward-looking strategy, the group has made a strategic land acquisition to facilitate future expansion and development. This investment reflects our commitment to sustainable growth and underscores our confidence in the long-term prospects of the business. The acquired land will be instrumental in supporting our vision for increased operational capacity, facilitating logistical efficiencies, and potentially accommodating additional facilities to meet the evolving needs of our expanding customer base.

Stock management system enhancement
Recognising the pivotal role of efficient stock management in ensuring customer satisfaction and operational excellence, the group continues to prioritise investments in its stock management system. The ongoing enhancements aim to optimize inventory control, streamline order fulfillment processes, and improve overall supply chain efficiency. These improvements not only contribute to cost-effectiveness but also fortify our ability to meet customer demands promptly, maintaining our reputation for reliability and product availability.






BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 MARCH 2024



Adaptability and resilience
In an ever-evolving business landscape, adaptability is key to sustained success. The group remains committed to staying ahead of industry trends and consumer preferences, positioning itself as a leader in the rapidly changing marketplace. By anticipating and proactively addressing challenges, we aim to maintain our resilience and ensure the continued growth and success of the Buy Whole Foods Online group.

Environmental and social responsibility
Looking ahead, the group is also dedicated to strengthening its commitment to environmental and social responsibility. Initiatives aimed at sustainability, responsible sourcing, and community engagement will be integral to our future developments. By aligning our business practices with broader societal expectations, we aim to create value not only for our shareholders but also for the communities we serve and the planet we inhabit.

In summary, the future developments outlined above underscore the group's commitment to innovation, growth, and responsible business practices. By strategically investing in our online platform, assets, and stock management capabilities, we position ourselves for continued success in an ever-changing market, while remaining steadfast in our dedication to environmental and social stewardship.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 April 2023 to the date of this report.

J P J Cooper
A M Martin

FINANCIAL INSTRUMENTS
Objectives and aims
The group's activities expose it to a number of financial risks including credit risk, cashflow risk and liquidity risk. The use and nature of financial instruments are determined by the directors in the context of trading terms made available to the group by investors, customers and suppliers, with the objective of securing the liquidity and profitability of the group.

Price risk, credit risk, liquidity risk and cash flow risk
The group's principal financial instruments comprise bank balances, other creditors and trade debtors.

Due to the nature of the financial instruments used by the company, there is a limited exposure to price risk. The company's approach to managing other risks applicable to the financial instruments concerned is shown below.

In respect of bank balances, the liquidity risk is managed by maintaining a balance between the continuity of funding and flexibility through the availability of overdraft facilities at floating rates of interest. Other creditors are managed in respect of credit and cash flow risk policies concerning the terms offered to investors in respect of developments undertaken by the group in respect of both anticipated repayment period and return.

Trade creditors liquidity risk is managed by ensuring sufficient funds are available to meet amounts due. Trade creditors are paid in line with agreed credit terms and conditions, subject to accurate invoicing.


BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 MARCH 2024

ENVIRONMENTAL MATTERS AND POLICIES
The company and group recognises the importance of its environmental responsibilities, monitors its impact on the environment, and designs and implements policies to minimise harm that might be caused by the group's activities.

Buy Whole Foods Online have been a carbon neutral organisation for several years already, (helped by our usage of solar panels and renewable energy).We are a certified Carbon Neutral Company.

The group are on a mission to remove all plastics from the business, and while we have already removed plastics from our box packaging, this is still a way away from where we want to be.

For the last few years we have been tirelessly researching new packaging options which are both sustainable and eco-friendly.

We are very excited to announce after a lot of rigorous testing we are on the verge of having compostable packaging for our products.

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

AUDITORS
The auditors, PJE Chartered Accountants & Statutory Auditors, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





A M Martin - Director


23 December 2024

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

STATEMENT OF DIRECTORS' RESPONSIBILITIES
FOR THE YEAR ENDED 31 MARCH 2024


The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

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

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

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

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
BUY WHOLE FOODS ONLINE HOLDINGS LTD


Opinion
We have audited the financial statements of Buy Whole Foods Online Holdings Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2024 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the group's and of the parent company affairs as at 31 March 2024 and of the group's 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 group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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 group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
BUY WHOLE FOODS ONLINE HOLDINGS LTD


Other information
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report, the Report of the Directors and the Statement of Directors' Responsibilities, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

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

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page eight, 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 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 group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
BUY WHOLE FOODS ONLINE HOLDINGS LTD


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

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity, group and management.

Our approach was as follows:

- We obtained an understanding of the legal and regulatory frameworks that are applicable to the group and company and determined that the most significant are FRS 102 (United Kingdom Generally Accepted Accounting Practice), UK Companies Act and relevant tax legislation, General Data Protection Regulation (GDPR) requirements, health and safety laws, employment regulations, The Equality Act 2010, anti-bribery and corruption regulations; and those that had a fundamental effect on the operations of the group and company such as food standards and environmental regulations.
- We understood how the group and company is complying with those frameworks by holding enquiries with management and those charged with governance. We understood the potential incentive and ability to override controls, and employee access to guidance of how to report any instances on non-compliance. We understood any controls put in place to reduce the opportunities for fraudulent transactions.
- We assessed the susceptibility of the group and company's financial statements to material misstatement, including how fraud might occur by holding enquiries with management and those charged with governance. Through these procedures we determined there to be a risk of management override and a fraud risk in relation to and the valuation of provisions and accruals due to the judgements and estimates involved in calculating these liabilities.

o In performing our work over revenue, we considered there to be specific risks relating to the cut-off of transactions and manual journal entries around period end. We used data analytics to test cut-off and used a lower testing threshold to test manual journal entries posted around the balance sheet date.

o In performing our work relating to valuation of provisions and accruals, we performed analytical review procedures to identify any unexpected fluctuations, used a lower testing threshold in performing our detailed testing, obtained management's assumptions of the liabilities, and challenged and validated the assumptions used in the calculations.


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
BUY WHOLE FOODS ONLINE HOLDINGS LTD

- Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved enquiry of management and those charged with governance as to any fraud identified or suspected in the period, any actual or potential litigation or claims or breaches of significant laws or regulations applicable to the company. We also completed procedures to conclude on the compliance of significant disclosures in the financial statements with the requirements of the relevant accounting standards and UK legislation.

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

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




Philip Evans BSc FCA (Senior Statutory Auditor)
for and on behalf of PJE Chartered Accountants & Statutory Auditors
2 Oakfield Road
Clifton
Bristol
BS8 2AL

23 December 2024

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024

31.3.24 31.3.23
Notes £    £   

TURNOVER 3 21,083,959 16,937,291

Cost of sales 13,965,769 11,212,696
GROSS PROFIT 7,118,190 5,724,595

Administrative expenses 4,548,818 3,585,044
OPERATING PROFIT 6 2,569,372 2,139,551

Loss on disposal of operations 7 171,234 -
2,398,138 2,139,551

Interest receivable and similar income 78,511 -
PROFIT BEFORE TAXATION 2,476,649 2,139,551

Tax on profit 8 698,340 392,565
PROFIT FOR THE FINANCIAL
YEAR

1,778,309

1,746,986

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE
INCOME FOR THE YEAR

1,778,309

1,746,986

Profit attributable to:
Owners of the parent 1,778,309 1,746,986

Total comprehensive income attributable to:
Owners of the parent 1,778,309 1,746,986

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

CONSOLIDATED BALANCE SHEET
31 MARCH 2024

31.3.24 31.3.23
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 11 552,631 464,439
Tangible assets 12 2,692,666 2,653,389
Investments 13 - -
3,245,297 3,117,828

CURRENT ASSETS
Stocks 14 2,126,714 1,812,808
Debtors 15 574,303 340,455
Cash at bank and in hand 5,544,384 1,745,398
8,245,401 3,898,661
CREDITORS
Amounts falling due within one year 16 2,538,248 1,757,213
NET CURRENT ASSETS 5,707,153 2,141,448
TOTAL ASSETS LESS CURRENT
LIABILITIES

8,952,450

5,259,276

PROVISIONS FOR LIABILITIES 18 185,912 161,010
NET ASSETS 8,766,538 5,098,266

CAPITAL AND RESERVES
Called up share capital 19 1,125 1,000
Share premium 20 2,438,282 -
Retained earnings 20 6,327,131 5,097,266
SHAREHOLDERS' FUNDS 8,766,538 5,098,266

The financial statements were approved by the Board of Directors and authorised for issue on 23 December 2024 and were signed on its behalf by:





A M Martin - Director


BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

COMPANY BALANCE SHEET
31 MARCH 2024

31.3.24 31.3.23
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 11 - -
Tangible assets 12 - -
Investments 13 1,700 1,736
1,700 1,736

CURRENT ASSETS
Debtors 15 2,444,436 -

CREDITORS
Amounts falling due within one year 16 4,236 22,339
NET CURRENT ASSETS/(LIABILITIES) 2,440,200 (22,339 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

2,441,900

(20,603

)

CAPITAL AND RESERVES
Called up share capital 19 1,125 1,000
Share premium 2,438,282 -
Retained earnings 2,493 (21,603 )
SHAREHOLDERS' FUNDS 2,441,900 (20,603 )

Company's profit for the financial year 648,707 437,833

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 23 December 2024 and were signed on its behalf by:





A M Martin - Director


BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024

Called up
share Retained Share Total
capital earnings premium equity
£    £    £    £   
Balance at 1 April 2022 1,500 3,809,716 - 3,811,216

Changes in equity
Issue of share capital (500 ) - - (500 )
Dividends - (459,436 ) - (459,436 )
Total comprehensive income - 1,746,986 - 1,746,986
Balance at 31 March 2023 1,000 5,097,266 - 5,098,266

Changes in equity
Issue of share capital 125 - 2,438,282 2,438,407
Dividends - (624,611 ) - (624,611 )
Total comprehensive income - 1,778,309 - 1,778,309
Disposal - 76,167 - 76,167
Balance at 31 March 2024 1,125 6,327,131 2,438,282 8,766,538

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024

Called up
share Retained Share Total
capital earnings premium equity
£    £    £    £   
Balance at 1 April 2022 1,500 - - 1,500

Changes in equity
Issue of share capital (500 ) - - (500 )
Dividends - (459,436 ) - (459,436 )
Total comprehensive income - 437,833 - 437,833
Balance at 31 March 2023 1,000 (21,603 ) - (20,603 )

Changes in equity
Issue of share capital 125 - 2,438,282 2,438,407
Dividends - (624,611 ) - (624,611 )
Total comprehensive income - 648,707 - 648,707
Balance at 31 March 2024 1,125 2,493 2,438,282 2,441,900

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024

31.3.24 31.3.23
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 2,479,988 2,346,077
Tax paid (367,534 ) (474,799 )
Net cash from operating activities 2,112,454 1,871,278

Cash flows from investing activities
Purchase of intangible fixed assets (182,435 ) (223,899 )
Purchase of tangible fixed assets (156,250 ) (226,340 )
Sale of intangible fixed assets 15,419 -
Sale of tangible fixed assets 36,189 -
Disposal of subsidiary 76,167 -
Interest received 78,511 -
Net cash from investing activities (132,399 ) (450,239 )

Cash flows from financing activities
Amount introduced by directors 2,070 2,121
Share issue/(buyback) 2,438,407 (500 )
Equity dividends paid (624,611 ) (459,436 )
Net cash from financing activities 1,815,866 (457,815 )

Increase in cash and cash equivalents 3,795,921 963,224
Cash and cash equivalents at
beginning of year

2

1,745,398

782,174
Effect of foreign exchange rate changes 3,065 -
Cash and cash equivalents at end of
year

2

5,544,384

1,745,398

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024


1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM
OPERATIONS
31.3.24 31.3.23
£    £   
Profit before taxation 2,476,649 2,139,551
Depreciation charges 158,401 141,502
Loss on disposal of fixed assets - 982
Foreign exchange gains (3,065 ) -
Finance income (78,511 ) -
2,553,474 2,282,035
Increase in stocks (313,906 ) (259,518 )
Increase in trade and other debtors (233,848 ) (104,866 )
Increase in trade and other creditors 474,268 428,426
Cash generated from operations 2,479,988 2,346,077

2. CASH AND CASH EQUIVALENTS

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

Year ended 31 March 2024
31.3.24 1.4.23
£    £   
Cash and cash equivalents 5,544,384 1,745,398
Year ended 31 March 2023
31.3.23 1.4.22
£    £   
Cash and cash equivalents 1,745,398 782,174


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.4.23 Cash flow At 31.3.24
£    £    £   
Net cash
Cash at bank and in hand 1,745,398 3,798,986 5,544,384
1,745,398 3,798,986 5,544,384
Total 1,745,398 3,798,986 5,544,384

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024


1. STATUTORY INFORMATION

Buy Whole Foods Online Holdings Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2. ACCOUNTING POLICIES

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

Basis of consolidation
The group financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 March 2024.

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The results of subsidiaries acquired or disposed of during the year are included in the Statement of Comprehensive Income from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full. Intra-group profit/losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Turnover
Revenue is recognised to the extent that it is probably that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured at 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 probably 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.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Website is being amortised evenly over its estimated useful life of ten years.

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Freehold property - in accordance with the property
Assets under construction - 0% as under construction
Improvements to property - 30% on reducing balance and in accordance with the property
Plant and machinery - 30% on reducing balance
Fixtures and fittings - 30% on reducing balance
Plant and equipment - 30% on reducing balance

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currency translation
Functional and presentation currency
The company's functional and presentation currency is GBP.

Transactions and balances
Assets and liabilities in foreign currencies are translated into GBP at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


2. ACCOUNTING POLICIES - continued

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

Contract liabilities
BWFO Cash (customer loyalty programme)
1. Issuance and allocation:
o When a customer purchases goods, BWFO Cash is issued as a separate performance obligation that provides the customer with a material right to a future discount.
o The total transaction price (sales price of goods) is allocated to the BWFO Cash and the goods sold based on their relative standalone selling prices.
o The standalone selling price of the BWFO Cash is based on its value to the customer, adjusted for expected redemption rates (breakage).

2. Deferral and contract liability:
o The amount allocated to BWFO Cash is deferred as a contract liability within current liabilities on the balance sheet.
o This deferred amount represents the obligation to provide discounts in the future when customers redeem their BWFO Cash.

3. Recognition of revenue:
o Revenue associated with BWFO Cash is recognised when the BWFO Cash is redeemed by the customer.
o If BWFO Cash is not redeemed within the 2-year validity period, the deferred revenue is recognised as breakage income, based on historical redemption patterns and estimated breakage rates.

4. Expiration and breakage:
o BWFO Cash that is not redeemed within the specified 2-year period will expire.
o The estimated breakage amount is recognised as revenue proportionally as the BWFO Cash is expected to be redeemed, considering historical data and redemption patterns.

Finance income
Finance income is recognised in the period to which it relates using the effective interest method.

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


3. TURNOVER

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

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

31.3.24 31.3.23
£    £   
Sale of goods 21,076,030 16,926,203
Recharge of staff costs 7,929 11,088
21,083,959 16,937,291

4. EMPLOYEES AND DIRECTORS
31.3.24 31.3.23
£    £   
Wages and salaries 1,815,560 1,407,875
Social security costs 178,147 136,568
Other pension costs 29,656 26,091
2,023,363 1,570,534

The average number of employees during the year was as follows:
31.3.24 31.3.23

Operations 36 34
Administration 18 18
54 52

The average number of employees by undertakings that were proportionately consolidated during the year was 54 (2023 - 52 ) .

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


5. DIRECTORS' EMOLUMENTS

31.3.24 31.3.23
£ £
Directors' remuneration 242,302 99,902
Directors' pension contributions to money purchase schemes 1,347 1,309

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes 1 1

Information regarding the highest paid director was as follows:
31.3.24
£   
Emoluments 121,151
Company contributions to money purchase pension schemes 1,347
122,498

6. OPERATING PROFIT

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

31.3.24 31.3.23
£    £   
Hire of plant and machinery 27,872 24,315
Depreciation - owned assets 87,527 88,642
(Profit)/loss on disposal of fixed assets (2,653 ) 982
Website amortisation 70,874 52,860
Auditors' remuneration 17,350 11,250
Foreign exchange differences (3,065 ) 13,412

7. EXCEPTIONAL ITEMS
31.3.24 31.3.23
£    £   
Loss on disposal of operations (171,234 ) -

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


During the financial year, the company disposed of a wholly-owned subsidiary, Buy Whole Foods Online SRL, for a consideration of £0. The decision to dissolve the subsidiary was taken as part of a strategic reorganisation to streamline operations.

The costs associated with the dissolution of the subsidiary, including legal fees, administrative expenses, and any other related costs, have been classified as exceptional items. These costs amounted to £171,270 and have been included in the exceptional items section of the consolidated statement of comprehensive income.

Additionally, all intercompany loans between Buy Whole Foods Online Limited and Buy Whole Foods Online SRL have been written off. This write-off includes loans amounting to £354,441, which were previously recorded as intercompany receivables. The classification of these costs and write-offs as exceptional items is in line with the company's accounting policies and provides a clear view of the underlying performance of the continuing operations. The disposal and the associated costs have been transparently disclosed to ensure full clarity for stakeholders.

The going concern status of the group and company remains appropriate given the strong operating profit achieved by Buy Whole Foods Online Limited in the year.

8. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
31.3.24 31.3.23
£    £   
Current tax:
UK corporation tax 673,438 386,869

Deferred tax 24,902 5,696
Tax on profit 698,340 392,565

UK corporation tax has been charged at 25 % (2023 - 19 %).

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


8. TAXATION - continued

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

31.3.24 31.3.23
£    £   
Profit before tax 2,476,649 2,139,551
Profit multiplied by the standard rate of corporation tax in the UK
of 25 % (2023 - 19 %)

619,162

406,515

Effects of:
Expenses not deductible for tax purposes 85,425 14,953
Depreciation in excess of capital allowances 24,902 5,696
Utilisation of tax losses - 4,503
Adjustments to tax charge in respect of previous periods (6,362 ) -
Capital allowances (63,241 ) (65,951 )
Amortisation and depreciation not allowed for tax 38,454 26,849
Total tax charge 698,340 392,565

Notes regarding change in tax rates
In the Spring Budget 2023, the UK Government announced that from 1 April 2023 the corporation tax rate would increase to 25% (rather than remaining at 19%, as previously enacted) for profits over £250,000. Under FRS 102, deferred tax should be measured using the tax rates that are expected to apply to the reversal of the timing differences. As such, deferred taxes at the balance sheet date have been measured using the enacted tax rate of 25% and reflected in these financial statements.

9. INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME

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


10. DIVIDENDS
31.3.24 31.3.23
£    £   
Ordinary shares of £1 each
Interim 624,611 459,436

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


11. INTANGIBLE FIXED ASSETS

Group
Website
£   
COST
At 1 April 2023 549,899
Additions 182,435
Disposals (23,599 )
At 31 March 2024 708,735
AMORTISATION
At 1 April 2023 85,460
Amortisation for year 70,874
Eliminated on disposal (230 )
At 31 March 2024 156,104
NET BOOK VALUE
At 31 March 2024 552,631
At 31 March 2023 464,439

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


12. TANGIBLE FIXED ASSETS

Group
Assets Improvements
Freehold under to
property construction property
£    £    £   
COST
At 1 April 2023 2,268,267 174,501 190,883
Additions - 66,505 -
Disposals - (10,236 ) -
At 31 March 2024 2,268,267 230,770 190,883
DEPRECIATION
At 1 April 2023 - - 186,534
Charge for year - - 1,305
Eliminated on disposal - - -
At 31 March 2024 - - 187,839
NET BOOK VALUE
At 31 March 2024 2,268,267 230,770 3,044
At 31 March 2023 2,268,267 174,501 4,349

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


12. TANGIBLE FIXED ASSETS - continued

Group

Fixtures
Plant and and Plant and
machinery fittings equipment Totals
£    £    £    £   
COST
At 1 April 2023 89,321 10,026 613,729 3,346,727
Additions 82,997 333 6,415 156,250
Disposals (23,841 ) - (1,261 ) (35,338 )
At 31 March 2024 148,477 10,359 618,883 3,467,639
DEPRECIATION
At 1 April 2023 76,015 8,384 422,405 693,338
Charge for year 26,354 593 59,275 87,527
Eliminated on disposal (4,685 ) - (1,207 ) (5,892 )
At 31 March 2024 97,684 8,977 480,473 774,973
NET BOOK VALUE
At 31 March 2024 50,793 1,382 138,410 2,692,666
At 31 March 2023 13,306 1,642 191,324 2,653,389

13. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
£   
COST
At 1 April 2023 1,736
Disposals (36 )
At 31 March 2024 1,700
NET BOOK VALUE
At 31 March 2024 1,700
At 31 March 2023 1,736

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


13. FIXED ASSET INVESTMENTS - continued

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

Subsidiaries

Buy Whole Foods Online Limited
Registered office: Unit B1/B2 Channel View Estate, Minster, Ramsgate, England, CT12 4EX
Nature of business: Sale of foodstuffs on the internet
%
Class of shares: holding
Ordinary 100.00

Naturescape (Tonbridge) Limited
Registered office: Unit B1/B2 Channel View Estate, Minster, Ramsgate, England, CT12 4EX
Nature of business: Development of land
%
Class of shares: holding
Ordinary 100.00

Bastion Point Limited
Registered office: Unit B1/B2 Channel View Estate, Minster, Ramsgate, England, CT12 4EX
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00


14. STOCKS

Group
31.3.24 31.3.23
£    £   
Stock and work in progress 2,126,714 1,812,808

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


15. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
31.3.24 31.3.23 31.3.24 31.3.23
£    £    £    £   
Trade debtors 2,429 29,286 - -
Amounts owed by group undertakings - - 2,444,436 -
Other debtors 238,764 165,226 - -
VAT 61,872 86,335 - -
Prepayments and accrued income 271,238 59,608 - -
574,303 340,455 2,444,436 -

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

16. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
31.3.24 31.3.23 31.3.24 31.3.23
£    £    £    £   
Trade creditors 1,394,164 1,050,682 - -
Amounts owed to group undertakings - - - 20,103
Tax 673,438 367,534 - -
Social security and other taxes 54,490 31,754 - -
Other creditors 138,287 161,702 - -
Contract liabilities 269,258 141,000 - -
Directors' current accounts 4,611 2,541 236 236
Accruals and deferred income 4,000 2,000 4,000 2,000
2,538,248 1,757,213 4,236 22,339

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

17. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


Group
Non-cancellable operating leases
31.3.24 31.3.23
£    £   
Within one year 225,781 167,922
Between one and five years 1,002,823 472,064
In more than five years 688,793 -
1,917,397 639,986

18. PROVISIONS FOR LIABILITIES

Group
31.3.24 31.3.23
£    £   
Deferred tax 185,912 161,010

Group
Deferred
tax
£   
Balance at 1 April 2023 161,010
Provided during year 24,902
Balance at 31 March 2024 185,912

19. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.3.24 31.3.23
value: £    £   
1,125 Ordinary £1 1,125 1,000

125 Ordinary shares of £1 each were allotted as fully paid at a premium of £19,506.25 per share during the year.

BUY WHOLE FOODS ONLINE HOLDINGS LTD (REGISTERED NUMBER: 13478475)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 MARCH 2024


20. RESERVES

Group
Retained Share
earnings premium Totals
£    £    £   

At 1 April 2023 5,097,266 - 5,097,266
Profit for the year 1,778,309 1,778,309
Dividends (624,611 ) (624,611 )
Cash share issue - 2,438,282 2,438,282
Disposal 76,167 - 76,167
At 31 March 2024 6,327,131 2,438,282 8,765,413


21. RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

Entities with control, joint control or significant influence over the entity
31.3.24 31.3.23
£    £   
Amount due from related party - 2,017
Amount due to related party 400 -

Outstanding balances with the entities are unsecured, interest free and repayable on demand.

22. ULTIMATE CONTROLLING PARTY

The immediate and ultimate controlling party is the directors by virtue of their shareholding.

The smallest and largest group in which the results of the company are consolidated is that headed by Buy Whole Foods Online Holdings Limited, whose financial statements are available from Unit B1/B2 Channel View Road, Minster, Ramsgate, United Kingdom, CT12 4EX.