Company registration number 07988671 (England and Wales)
GLEAVENTURES LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024
GLEAVENTURES LIMITED
COMPANY INFORMATION
Directors
R M Gleave
S P Gleave
Company number
07988671
Registered office
Pinewood Court
Larkwood Way
Tytherington Business Park
Tytherington
Macclesfield
United Kingdom
SK10 2XR
Auditor
Azets Audit Services
Alpha House
4 Greek Street
Stockport
United Kingdom
SK3 8AB
GLEAVENTURES LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Group statement of comprehensive income
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Notes to the financial statements
14 - 28
GLEAVENTURES LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MAY 2024
- 1 -

The directors present the strategic report for the year ended 31 May 2024.

Principal activities

The principal activity of the company continues to be the provision of retail marketing services to retailers and brands.

Business review

Our strategy of bringing together the best of Momentum for our customers has continued to deliver strong growth in FY 24. Annual turnover increased by 37% and EBITDA by 30%. By combining our Instore offer with Aftermarket services and Insite tech solutions, we continue to provide a clearly differentiated proposition in the marketplace. Sustainability continues to be a primary driver for our customers and our Aftermarket service has allowed us to pioneer award winning initiatives with key clients.

 

We have continued to invest in our Aftermarket footprint and facilities in Loughborough. This large facility allows us to offer a full range of complimentary services to our retail customers. These include, pick, pack and collation, tester picking, secure storage, recycling, refurbishment and a full parts management and distribution service. This is a key driver in executing our strategy of offering our customers more than installation and merchandising services and being a key partner throughout the whole POS lifecycle. We are now able to offer customers a closed loop range of services both pre and post implementation. We have continued to invest in our Aftermarket offering throughout the year, both in people and additional space and will continue to do so in this growing service offering.

 

At the same time, we have continued to invest in “Insite” our proprietary ERP & reporting platform. Insite allows customers to manage every element of their POS journey through a single integrated platform. The business has made significant investment to improve the user interface upgrading to Insite 3.0 as well as adding a whole suite of additional functionality including a dedicated Aftermarket portal as well as new stock management, scheduling and maintenance portals.

 

The investment in Aftermarket and Insite has completely repositioned Momentum in the marketplace allowing us the ability to deliver our customers a single integrated service managed through a single reporting system. This repositioning has already seen Momentum make significant new contract wins which will boost sales and profitability in FY 25 and beyond.

 

Whilst macro-economic factors remain uncertain, we are confident that by continuing to invest in our strategy we will deliver for our customers, people, suppliers and communities. We have come through so much already and our laser focus on our strategy and delivering for customers will continue to carry us forward to transform and grow our business.

Principal risks and uncertainties

The market within which the company operates, remains highly competitive and retail clients continue to exert pressure on margins. The company continuously monitors the market and client requirements and adapts operationally to mitigate the pressures on margin.

 

Management aim to minimise risk by retention of key staff, focusing on higher margin generative work streams and robust overhead management.

The inflationary pressure on costs during the year has been significant but the company has continued to negotiate effectively with suppliers and control its costs well and cash flow has continued to be strong and been professionally managed throughout the year.

Financial key performance indicators

In the opinion of the directors the key performance indicators of the company are as follows:

GLEAVENTURES LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 2 -
Developments and future outlook

The directors remain highly positive about the future prospects for the business. The business’s sales pipeline is strong and the company expects to maximise this pipeline over the coming years.

 

FY 25 builds on the positive improvements of FY 24 and the company expects to post an improvement to the reported profitability in FY 25. The company holds a positive outlook for FY 25, based on the volume of positive client enquiries and new tender wins.

 

The company continues to invest in its infrastructure, systems and people, to position itself for future growth opportunities identified in the market. In addition, it expects its strategic repositioning and rebranding to be very well received by customers, both existing and new, and this is expected to drive sales growth.

 

The positive changes and investments made during the year reinforce the directors’ positive view of the future prospects of the business.

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

R M Gleave
Director
23 December 2024
GLEAVENTURES LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MAY 2024
- 3 -

The directors present their annual report and financial statements for the year ended 31 May 2024.

Results and dividends

The results for the year are set out on page 8.

Ordinary dividends were paid amounting to £314,000 (2023: £294,000).

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

R M Gleave
S P Gleave
Auditor

The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of directors' responsibilities

The directors are responsible for preparing the Annual 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 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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

GLEAVENTURES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 4 -
On behalf of the board
R M Gleave
Director
23 December 2024
GLEAVENTURES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF GLEAVENTURES LIMITED
- 5 -
Opinion

We have audited the financial statements of Gleaventures Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 May 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our 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 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.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

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 our audit:

GLEAVENTURES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GLEAVENTURES LIMITED
- 6 -
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 their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

GLEAVENTURES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GLEAVENTURES LIMITED
- 7 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

 

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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 an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Graham Rigby (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
23 December 2024
Chartered Accountants
Statutory Auditor
Alpha House
4 Greek Street
Stockport
United Kingdom
SK3 8AB
GLEAVENTURES LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MAY 2024
- 8 -
2024
2023
Notes
£'000
£'000
Turnover
3
19,622
14,319
Cost of sales
(12,375)
(8,349)
Gross profit
7,247
5,970
Administrative expenses
(6,407)
(5,251)
Operating profit
4
840
719
Interest payable and similar expenses
8
(170)
(98)
Profit before taxation
670
621
Tax on profit
9
(141)
(140)
Profit for the financial year
529
481
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

GLEAVENTURES LIMITED
GROUP BALANCE SHEET
AS AT 31 MAY 2024
31 May 2024
- 9 -
2024
2023
Notes
£'000
£'000
£'000
£'000
Fixed assets
Intangible assets
10
296
385
Tangible assets
11
794
588
1,090
973
Current assets
Stocks
14
169
72
Debtors
15
6,320
4,095
Cash at bank and in hand
2
-
6,491
4,167
Creditors: amounts falling due within one year
16
(6,988)
(4,745)
Net current liabilities
(497)
(578)
Total assets less current liabilities
593
395
Creditors: amounts falling due after more than one year
17
-
(36)
Provisions for liabilities
Deferred tax liability
19
204
185
(204)
(185)
Net assets
389
174
Capital and reserves
Called up share capital
21
10
10
Profit and loss reserves
379
164
Total equity
389
174
The financial statements were approved by the board of directors and authorised for issue on 23 December 2024 and are signed on its behalf by:
23 December 2024
R M Gleave
Director
Company registration number 07988671 (England and Wales)
GLEAVENTURES LIMITED
COMPANY BALANCE SHEET
AS AT 31 MAY 2024
31 May 2024
- 10 -
2024
2023
Notes
£'000
£'000
£'000
£'000
Fixed assets
Investments
12
2,062
2,062
Current assets
-
-
Creditors: amounts falling due within one year
16
(1,662)
(1,662)
Net current liabilities
(1,662)
(1,662)
Net assets
400
400
Capital and reserves
Called up share capital
21
10
10
Profit and loss reserves
390
390
Total equity
400
400

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company's profit for the year was £314,000 (2023: £294,000)

The financial statements were approved by the board of directors and authorised for issue on 23 December 2024 and are signed on its behalf by:
23 December 2024
R M Gleave
Director
Company registration number 07988671 (England and Wales)
GLEAVENTURES LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MAY 2024
- 11 -
Share capital
Profit and loss reserves
Total
Notes
£'000
£'000
£'000
Balance at 1 June 2022
10
(23)
(13)
Year ended 31 May 2023:
Profit and total comprehensive income
-
481
481
Dividends
-
(294)
(294)
Balance at 31 May 2023
10
164
174
Year ended 31 May 2024:
Profit and total comprehensive income
-
529
529
Dividends
-
(314)
(314)
Balance at 31 May 2024
10
379
389
GLEAVENTURES LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MAY 2024
- 12 -
Share capital
Profit and loss reserves
Total
Notes
£'000
£'000
£'000
Balance at 1 June 2022
10
390
400
Year ended 31 May 2023:
Profit and total comprehensive income for the year
-
294
294
Dividends
-
(294)
(294)
Balance at 31 May 2023
10
390
400
Year ended 31 May 2024:
Profit and total comprehensive income
-
314
314
Dividends
-
(314)
(314)
Balance at 31 May 2024
10
390
400
GLEAVENTURES LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MAY 2024
- 13 -
2024
2023
Notes
£'000
£'000
£'000
£'000
Cash flows from operating activities
Cash absorbed by operations
25
(367)
(3,026)
Income taxes paid
(53)
Net cash outflow from operating activities
(420)
(3,026)
Investing activities
Purchase of intangible assets
(43)
(209)
Purchase of tangible fixed assets
(366)
(247)
Net cash used in investing activities
(409)
(456)
Financing activities
Interest paid
(170)
(98)
Net movement in invoice discounting
1,328
(591)
Net movement in hire purchase contracts
(11)
(10)
Dividends paid to equity shareholders
(314)
(294)
Net cash generated from/(used in) financing activities
833
(993)
Net increase/(decrease) in cash and cash equivalents
4
(26)
Cash and cash equivalents at beginning of year
(2)
24
Cash and cash equivalents at end of year
2
(2)
Relating to:
Cash at bank and in hand
2
-
Bank overdrafts included in creditors payable within one year
-
(2)
GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024
- 14 -
1
Accounting policies
Company information

Gleaventures Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Pinewood Court, Larkwood Way, Tytherington Business Park, Tytherington, Macclesfield, United Kingdom, SK10 2XR.

 

The group consists of Gleaventures Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £'000.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Basis of consolidation

The consolidated financial statements present the results of the group and its own subsidiaries (''the group'') as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

 

The consolidated financial statements incorporate the results of business combinations using the purchase method. In the balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the consolidated profit and loss account from the date on which control is obtained. They are deconsolidated from the date control ceases.

 

1.3
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Turnover 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:

 

GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 15 -
1.5
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is five years.

 

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

1.6
Intangible fixed assets other than goodwill

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software
straight line between 3-5 years
1.7
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.

 

The group adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the group. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold improvements
straight line over term of the lease
Equipment, fixtures and fittings
straight line between 3-10 years
Motor vehicles
15% reducing balance

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.

 

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

1.8
Fixed asset investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.9
Stocks

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

GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 16 -
1.10
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and represent cash in hand and deposits held at call with banks.

1.11
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including trade creditors and hire purchase agreements, are initially recognised at transaction price. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.12
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 17 -
1.13
Current and deferred tax

The tax expense for the year comprises current and deferred tax. Tax is recognised in the statement of income and retained earnings, 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 group operates and generates income.

 

Deferred tax balances are recognised in respect of all timing differences are recognised that have originated but not reversed by the balance sheet date, except that:

 

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.

1.14
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.15
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.16
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.17

Finance costs

Finance costs are charged to the statement of income and retained earnings 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.

GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 18 -
1.18

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.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Job cost accrual

Ongoing projects at the year end are evaluated using costs incurred to date, turnover to date and expected job margins to calculate whether extra costs need to be accrued or whether some costs need to be deferred. Deferred costs are all shown within work in progress and accrued costs are shown within accruals.

3
Turnover

The whole of the turnover is attributable to the one principal activity of the group.

2024
2023
£'000
£'000
Turnover analysed by geographical market
United Kingdom
19,622
14,319
4
Operating profit
2024
2023
£'000
£'000
Operating profit for the year is stated after charging:
Fees payable to the company's auditor for the audit of the company's financial statements
30
30
Depreciation of owned tangible fixed assets
151
110
Depreciation of tangible fixed assets held under finance leases
9
10
Amortisation of intangible assets
132
85
Operating lease charges
138
417
GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 19 -
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£'000
£'000
For audit services
Audit of the financial statements of the group and company's subsidiaries
30
28
For other services
Accounts preparation
2
2
Taxation compliance services
3
3
5
5
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Directors
3
3
2
2
Management staff
24
20
-
-
Field staff
52
27
-
-
Office staff
74
58
-
-
Total
153
108
2
2

In addition to the note above, the group hired intermittent workers throughout the year. The average number of such workers for the year was 127 (2023: 119).

 

Staff costs, including directors' remuneration, were as follows:

 

Group
Company
2024
2023
2024
2023
£'000
£'000
£'000
£'000
Wages and salaries
7,441
5,611
-
0
-
0
Social security costs
648
506
-
-
Pension costs
236
181
-
0
-
0
8,325
6,298
-
0
-
0

Included within wages and salaries, social security costs and other pension costs are £2,797,000 (2023: £2,359,000), £231,000 (2023: £213,000) and £44,000 (2023: £37,000) that relate to staff costs in connection to intermittent workers.

GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 20 -
7
Directors' remuneration
2024
2023
£'000
£'000
Remuneration for qualifying services
10
11
Company pension contributions to defined contribution schemes
63
37
73
48
8
Interest payable and similar expenses
2024
2023
£'000
£'000
Interest on bank overdrafts and loans
168
96
Interest on finance leases and hire purchase contracts
2
2
Total finance costs
170
98
GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 21 -
9
Taxation
2024
2023
£'000
£'000
Current tax
UK corporation tax on profits for the current period
153
81
Adjustments in respect of prior periods
(31)
-
0
Total current tax
122
81
Deferred tax
Origination and reversal of timing differences
19
59
Total tax charge
141
140

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£'000
£'000
Profit before taxation
670
621
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 20.00%)
168
124
Tax effect of expenses that are not deductible in determining taxable profit
3
2
Adjustments in respect of prior years
(31)
-
0
Depreciation on assets not qualifying for tax allowances
-
0
2
Deferred tax adjustments in respect of prior years
(2)
7
Other timing differences
3
-
0
Super deduction allowance
-
0
(5)
Remeasurement of deferred tax for
changes in tax rates
-
10
Taxation charge
141
140
GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 22 -
10
Intangible fixed assets
Group
Goodwill
Software
Total
£'000
£'000
£'000
Cost
At 1 June 2023
173
861
1,034
Additions
-
0
43
43
At 31 May 2024
173
904
1,077
Amortisation and impairment
At 1 June 2023
173
476
649
Amortisation charged for the year
-
0
132
132
At 31 May 2024
173
608
781
Carrying amount
At 31 May 2024
-
0
296
296
At 31 May 2023
-
0
385
385
The company had no intangible fixed assets at 31 May 2024 or 31 May 2023.
GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 23 -
11
Tangible fixed assets
Group
Leasehold improvements
Equipment, fixtures and fittings
Motor vehicles
Total
£'000
£'000
£'000
£'000
Cost
At 1 June 2023
931
582
74
1,587
Additions
309
57
-
0
366
At 31 May 2024
1,240
639
74
1,953
Depreciation and impairment
At 1 June 2023
543
440
16
999
Depreciation charged in the year
116
35
9
160
At 31 May 2024
659
475
25
1,159
Carrying amount
At 31 May 2024
581
164
49
794
At 31 May 2023
388
142
58
588
The company had no tangible fixed assets at 31 May 2024 or 31 May 2023.

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2024
2023
2024
2023
£'000
£'000
£'000
£'000
Motor vehicles
49
58
-
0
-
0
GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 24 -
12
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£'000
£'000
£'000
£'000
Investments in subsidiaries
13
-
0
-
0
2,062
2,062
Movements in fixed asset investments
Company
Shares in subsidiaries
£'000
Cost or valuation
At 1 June 2023 and 31 May 2024
2,062
Carrying amount
At 31 May 2024
2,062
At 31 May 2023
2,062
13
Subsidiaries

Details of the company's subsidiaries at 31 May 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Momentum Instore Limited
Pinewood Court, Larkwood Way, Tytherington Business Park, Tytherington, Macclesfield, Cheshire, SK10
Ordinary
100.00
-
NDI Momentum Limited
Pinewood Court, Larkwood Way, Tytherington Business Park, Tytherington, Macclesfield, Cheshire, SK10
Ordinary
-
100.00
14
Stocks
Group
Company
2024
2023
2024
2023
£'000
£'000
£'000
£'000
Work in progress
160
65
-
-
Finished goods and goods for resale
9
7
-
0
-
0
169
72
-
-
GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 25 -
15
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£'000
£'000
£'000
£'000
Trade debtors
6,107
3,731
-
0
-
0
Other debtors
42
22
-
0
-
0
Prepayments and accrued income
171
342
-
0
-
0
6,320
4,095
-
-

At the year end there was a balance due from the directors of £40,000 (2023: £20,000), this amount is included within other debtors.

16
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£'000
£'000
£'000
£'000
Bank loans and overdrafts
-
0
2
-
0
-
0
Invoice discounting
3,420
2,092
-
0
-
0
Obligations under finance leases
18
35
10
-
0
-
0
Trade creditors
1,725
1,093
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
1,662
1,662
Corporation tax payable
153
84
-
0
-
0
Other taxation and social security
543
352
-
-
Other creditors
41
75
-
0
-
0
Accruals and deferred income
1,071
1,037
-
0
-
0
6,988
4,745
1,662
1,662

Invoice discounting balances are secured by a fixed and floating charge against all assets of Momentum Instore Limited.

 

Obligations under finance leases are secured against the assets to which they relate.

17
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£'000
£'000
£'000
£'000
Obligations under finance leases
18
-
0
36
-
0
-
0

Obligations under finance leases are secured against the assets to which they relate.

GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 26 -
18
Finance lease obligations
Group
Company
2024
2023
2024
2023
£'000
£'000
£'000
£'000
Future minimum lease payments due under finance leases:
Within one year
35
10
-
0
-
0
In two to five years
-
0
36
-
0
-
0
35
46
-
-

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

19
Deferred taxation

Deferred tax assets and liabilities are offset where the group or company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Liabilities
Liabilities
2024
2023
Group
£'000
£'000
Accelerated capital allowances
217
191
Short term timing differences
(13)
(6)
204
185
The company has no deferred tax assets or liabilities.
Group
Company
2024
2024
Movements in the year:
£'000
£'000
Liability at 1 June 2023
185
-
Charge to profit or loss
19
-
Liability at 31 May 2024
204
-
GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 27 -
20
Retirement benefit schemes
2024
2023
Defined contribution schemes
£'000
£'000
Charge to profit or loss in respect of defined contribution schemes
236
181

The group operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund. Included within other creditors is £46,000 (2023: £35,000) in respect of contributions to the group's defined contribution pension scheme, paid monthly in arrears.

21
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£'000
£'000
Issued and fully paid
Ordinary shares of £1 each
10,000
10,000
10
10
22
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2024
2023
2024
2023
£'000
£'000
£'000
£'000
Within one year
620
624
-
-
Between two and five years
642
998
-
-
In over five years
16
-
-
-
1,278
1,622
-
-
23
Related party transactions

The company has taken full advantage of the exemption under section 33 of FRS 102 from disclosing transactions with other members of the group headed by Gleaventures Limited.

 

At the balance sheet date the company owed Momentum Instore Limited, a 100% owned subsidiary, £1,662,000 (2023: £1,662,000).

24
Controlling party

Gleaventures Limited is under the control of R M Gleave due to his majority shareholding throughout the current period and preceding period.

GLEAVENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 28 -
25
Cash (absorbed by)/generated from group operations
2024
2023
£'000
£'000
Profit for the year after tax
529
481
Adjustments for:
Taxation charged
141
140
Finance costs
170
98
Amortisation and impairment of intangible assets
132
85
Depreciation and impairment of tangible fixed assets
160
120
Movements in working capital:
Increase in stocks
(97)
(34)
(Increase)/decrease in debtors
(2,225)
728
Increase/(decrease) in creditors
823
(198)
Corporation taxes refunded
-
3
Cash (absorbed by)/generated from operations
(367)
1,423
26
Analysis of changes in net debt - group
1 June 2023
Cash flows
31 May 2024
£'000
£'000
£'000
Cash at bank and in hand
-
2
2
Bank overdrafts
(2)
2
-
0
(2)
4
2
Borrowings excluding overdrafts
(2,092)
(1,328)
(3,420)
Obligations under finance leases
(46)
11
(35)
(2,140)
(1,313)
(3,453)
2024-05-312023-06-01falseCCH SoftwareCCH Accounts Production 2024.210R M GleaveS P Gleavefalsefalse07988671bus:Consolidated2023-06-012024-05-31079886712023-06-012024-05-3107988671bus:Director12023-06-012024-05-3107988671bus:Director22023-06-012024-05-3107988671bus:RegisteredOffice2023-06-012024-05-3107988671bus:Consolidated2024-05-31079886712024-05-3107988671bus:Consolidated2022-06-012023-05-31079886712022-06-012023-05-3107988671core:OtherResidualIntangibleAssetsbus:Consolidated2024-05-3107988671core:OtherResidualIntangibleAssetsbus:Consolidated2023-05-3107988671core:Goodwillbus:Consolidated2024-05-3107988671core:ComputerSoftwarebus:Consolidated2024-05-3107988671core:Goodwillbus:Consolidated2023-05-3107988671core:ComputerSoftwarebus:Consolidated2023-05-3107988671bus:Consolidated2023-05-3107988671core:LeaseholdImprovementsbus:Consolidated2024-05-3107988671core:FurnitureFittingsbus:Consolidated2024-05-3107988671core:MotorVehiclesbus:Consolidated2024-05-3107988671core:LeaseholdImprovementsbus:Consolidated2023-05-3107988671core:FurnitureFittingsbus:Consolidated2023-05-3107988671core:MotorVehiclesbus:Consolidated2023-05-31079886712023-05-3107988671core:ShareCapitalbus:Consolidated2024-05-3107988671core:ShareCapitalbus:Consolidated2023-05-3107988671core:ShareCapital2024-05-3107988671core:ShareCapital2023-05-3107988671core:RetainedEarningsAccumulatedLosses2024-05-3107988671core:ShareCapitalbus:Consolidated2022-05-3107988671core:RetainedEarningsAccumulatedLossesbus:Consolidated2022-05-3107988671core:RetainedEarningsAccumulatedLossesbus:Consolidated2023-05-3107988671core:RetainedEarningsAccumulatedLossesbus:Consolidated2024-05-3107988671core:ShareCapital2022-05-3107988671core:RetainedEarningsAccumulatedLosses2022-05-3107988671core:RetainedEarningsAccumulatedLosses2023-05-3107988671bus:Consolidated2022-05-3107988671core:Goodwill2023-06-012024-05-3107988671core:LeaseholdImprovementscore:LeasedAssetsHeldAsLessee2023-06-012024-05-3107988671core:FurnitureFittings2023-06-012024-05-3107988671core:MotorVehicles2023-06-012024-05-3107988671core:UKTaxbus:Consolidated2023-06-012024-05-3107988671core:UKTaxbus:Consolidated2022-06-012023-05-3107988671bus:Consolidated12023-06-012024-05-3107988671bus:Consolidated12022-06-012023-05-3107988671bus:Consolidated22023-06-012024-05-3107988671bus:Consolidated22022-06-012023-05-3107988671core:Goodwillbus:Consolidated2023-05-3107988671core:ComputerSoftwarebus:Consolidated2023-05-3107988671bus:Consolidated2023-05-3107988671core:Goodwillcore:ExternallyAcquiredIntangibleAssetsbus:Consolidated2023-06-012024-05-3107988671core:ComputerSoftwarecore:ExternallyAcquiredIntangibleAssetsbus:Consolidated2023-06-012024-05-3107988671core:ExternallyAcquiredIntangibleAssetsbus:Consolidated2023-06-012024-05-3107988671core:Goodwillbus:Consolidated2023-06-012024-05-3107988671core:ComputerSoftwarebus:Consolidated2023-06-012024-05-3107988671core:LeaseholdImprovementsbus:Consolidated2023-05-3107988671core:FurnitureFittingsbus:Consolidated2023-05-3107988671core:MotorVehiclesbus:Consolidated2023-05-3107988671core:LeaseholdImprovementsbus:Consolidated2023-06-012024-05-3107988671core:FurnitureFittingsbus:Consolidated2023-06-012024-05-3107988671core:MotorVehiclesbus:Consolidated2023-06-012024-05-3107988671core:MotorVehicles2024-05-3107988671core:MotorVehicles2023-05-3107988671core:Subsidiary12023-06-012024-05-3107988671core:Subsidiary22023-06-012024-05-3107988671core:CurrentFinancialInstruments2024-05-3107988671core:CurrentFinancialInstruments2023-05-3107988671core:CurrentFinancialInstrumentsbus:Consolidated2024-05-3107988671core:CurrentFinancialInstrumentsbus:Consolidated2023-05-3107988671core:WithinOneYearbus:Consolidated2024-05-3107988671core:WithinOneYearbus:Consolidated2023-05-3107988671core:CurrentFinancialInstrumentscore:WithinOneYear2024-05-3107988671core:CurrentFinancialInstrumentscore:WithinOneYear2023-05-3107988671core:Non-currentFinancialInstrumentsbus:Consolidated2024-05-3107988671core:Non-currentFinancialInstrumentsbus:Consolidated2023-05-3107988671core:Non-currentFinancialInstruments2024-05-3107988671core:Non-currentFinancialInstruments2023-05-3107988671core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2024-05-3107988671core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2023-05-3107988671core:WithinOneYear2024-05-3107988671core:WithinOneYear2023-05-3107988671core:BetweenTwoFiveYearsbus:Consolidated2024-05-3107988671core:BetweenTwoFiveYearsbus:Consolidated2023-05-3107988671core:BetweenTwoFiveYears2024-05-3107988671core:BetweenTwoFiveYears2023-05-3107988671bus:PrivateLimitedCompanyLtd2023-06-012024-05-3107988671bus:FRS1022023-06-012024-05-3107988671bus:Audited2023-06-012024-05-3107988671bus:ConsolidatedGroupCompanyAccounts2023-06-012024-05-3107988671bus:FullAccounts2023-06-012024-05-31xbrli:purexbrli:sharesiso4217:GBP