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Registered number: 03879072














QUINTESSENTIALLY (UK) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

 
QUINTESSENTIALLY (UK) LIMITED
 

CONTENTS



Page
Company Information
1
Founders' Statement
2 - 3
Group Strategic Report
4 - 6
Directors' Report
7 - 9
Independent Auditors' Report
10 - 13
Consolidated Statement of Comprehensive Income
14
Consolidated Statement of Financial Position
15
Company Statement of Financial Position
16
Consolidated Statement of Changes in Equity
17
Company Statement of Changes in Equity
18
Consolidated Statement of Cash Flows
19 - 20
Consolidated Analysis of Net Debt
20
Notes to the Financial Statements
21 - 40


 
QUINTESSENTIALLY (UK) LIMITED
 
 
COMPANY INFORMATION


Directors
I M Birns 
B W Elliot 
A T Simpson 




Registered number
03879072



Registered office
29 Portland Place
London

W1B 1QB




Independent auditors
Sopher + Co LLP
Chartered Accountants & Statutory Auditors

5 Elstree Gate

Elstree Way

Borehamwood

Hertfordshire

WD6 1JD




Bankers
Revolut Bank
7 West Ferry Circus

London

E14 5HD




Page 1

 
QUINTESSENTIALLY (UK) LIMITED
 
 
FOUNDERS' STATEMENT
FOR THE YEAR ENDED 30 APRIL 2024

Highlights
Quintessentially UK Limited is the main holding company for the Quintessentially group of businesses (with the exception of the Quintessentially Travel Group) across its main subsidiary hubs and licensed or Partner offices across the UK, Europe, South America, the Middle East and Asia. 
• The lifestyle group, serving high net worth individuals both directly and through corporate partnerships, 
• The Quintessentially agency business (“Q Experiences”) working with a variety of brands and corporates on guest management, insight and promotional events,
• Quintessentially Education,and 
• The Corporate Franchise Network
It is also the main employing company for the Group.
The year ended 30th April 2024 shows an increase in turnover to £29.6m and an operating loss of £1.0m. These results not only represent a further increase in revenues of £3.3m (12%) but also a £4.6m (27%) increase in gross profits. The resultant operational loss of £1.0m is not only below the prior year, but reflects in particular significant upfront investment in infrastructure such as the launch of Quintessentially’s new app in early 2024, exceptional professional costs and an increase in headcount to support the growth in revenues. To address this, the Group has gone through a cost cutting exercise focussing on central costs in particular, and including a review and renegotiation of operational contracts as well as a focussed headcount reduction programme. The group is therefore projected to trade profitably in the final 6 months of the current financial year to 30 April 2025.
Within our lifestyle Group, members renewal rates fell to 62% in 2023/24 although these have recovered to 75% in the current year. The issue was particularly apparent in the USA and an action plan was implemented to improve communication and increase proactivity with the resultant increase in renewal rates. 
Quintessentially Education has again posted an increase in revenues and profits, with the underlying services also expanding to include new in school presentations to promote their services, and recording over 90% success rates for their students in entry to their universities of choice.
 
Our Experiences and Events division has continued to grow, and we are pleased with our new joint venture in Saudi Arabia which has supplemented our continued success in the region. Contracts won include the Red Sea Film Festival, and also a corporate concierge contract for the Saudi Premier League (SPL).
During the last year, we have not only renewed important Corporate contracts like Mastercard, but we have also expanded by adding new Corporate clients like Swiss4 in the UK, R360 in India and Visa in the Middle East and South America. Our Corporate business is an important area of opportunity for us and the introduction of our new app should enable us to accelerate this growth. As we have reported previously, we have also been refocussing  our corporate membership service to match the way we operate by being a more proactive experience-led membership service rather than a reactive call centre model. This approach has yielded our new contracts referred to above and we are also leveraging our success in managing SPL players to pitch to other sporting agents and clubs. 
The Group has also recorded a 34% year on year increase in its revenue share from the Franchise or Partner network which totalled just over £1.0m. New clients contracted included Mercedes Benz, Allianz Insurance, BMW, Standard Bank, and Commercial International Bank.

Recent Trading and Outlook
As stated above the group has traded well in the period since 30 April 2024  with revenues being significantly ahead of prior year. 
 
B W Elliot
Director & Founder
Page 2

 
QUINTESSENTIALLY (UK) LIMITED
 
 
 
FOUNDERS' STATEMENT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024

Page 3

 
QUINTESSENTIALLY (UK) LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 APRIL 2024

Introduction
 
The directors present their Strategic Report for the year ended 30 April 2024.

Business review
 
The principal activities of the Group are the provision of lifestyle management, concierge and events planning and coordination for both individuals and corporates through a network of "hub" subsidiary offices and franchise partner offices in over 40 cities across the world. Our target customers are High Net Worth individuals "HNWIs" via our Private membership range of products and blue-chip corporate customers via our corporate membership packages.
Financial review
Group turnover increased in the year from £26.3m to £29.6m. The gross profit increased from £16.6m to £21.2m and the gross margin increased from 63% to 72% reflecting the greatly changed mix of revenues in the year.
Whilst the result for the year is a loss after taxation of £2.1m in 2024 (loss of £2.9m in 2023), the Group is encouraged by a growing Private membership base which increased by a net 9% in the year, driving increased business activity across its travel and educational businesses in particular, supported by an expanding Q Experiences business, Corporate membership and Corporate Franchise network.
The Group also continues to receive operational and financial support from its shareholders, which is reflected in the loan facilities recorded in the balance sheet, as well as disclosed as subsequent events in these financial statements.

Directors' section 172(1) statement
 
The Directors consider both individually and together that they have acted in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of the members as a whole, and in doing so have regard to: 
• the likely consequences of any decision in the long term
• the interest of the Company’s employees
• the need to foster the Company’s business relationships with suppliers, customers and others
• the impact of the Company’s operations on the community and the environment
• the desirability of the Company maintaining a reputation for high standards of business conduct
• the need to act fairly as between members of the Company
The board of directors of the Company (the “Board”) confirms that it has acted to promote the long-term success of the Company for the benefit of its members as a whole whilst having due regard to the matters set out in section 172(1) of the Company Act 2006 (“s172”).

Engagement with stakeholders
 
Key stakeholder groups whose interests and needs the Board must regularly consider when making decisions, include our members, clients, employees, and shareholders and regulators.  Key decisions and matters that are of strategic importance to the Company are appropriately informed by s172 factors.  The examples provided below show how the Board considered the matters set out in s172 in respect of some of the key decisions made in the financial year: 
There was no change in the composition of the Board in the year.
 
Page 4

 
QUINTESSENTIALLY (UK) LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024


The major focus of the Board and the Executive Management Team during the financial year was both to continue to re-grow the business post pandemic and also to complete the rationalisation of the Group following the comprehensive restructure of the Group and many of its subsidiaries and we can report that the latter task was successfully completed. During the financial year further progress was made leading to a greater focus by all in the Company on the core business lines.
The Company is closely associated with a charitable foundation “Quintessentially Foundation” which has galvanized a network of donors, friends and partners since 2008 to help with a number of charities, with a focus on helping those in poverty and children particularly in and around London often via smaller charities.  The Company helps promote Quintessentially Foundation in various ways, including at certain events for the former’s private members, running fundraising activities, and it encourages its staff to provide voluntary work to the Foundation either within the Company’s paid time (up to 2 days per year) or in their own free time.  The Company considers this a vital contribution to the community in which it operates.
The company was unable to declare a dividend during the year due to accumulated losses. 

Principal risks and uncertainties
 
The key risks are described below. The risks are closely monitored and controlled as part of the Company’s risk management framework.
Strategic risk
The Board’s strategy is to improve all business areas for the long term success of the Company whilst ensuring safeguards are in place to achieve the best returns for shareholders.
The Executive Management Team represents all business areas and is aligned and incentivised to act in the best interests of the Company by having an understanding of risks that may affect the implementation strategy and reduce the prospects of its success. 
Financial Risk
1) Currency risk
The Company is exposed to foreign exchange rate risk. This risk is managed by ensuring that sufficient natural hedges are established between cost and revenue streams to minimise exposure to the Group.
The Group does not enter into formal financial hedging arrangements with any financial institutions.
2) Liquidity risk
The Company seeks to manage financial risk by ensuring that sufficient liquid assets are available for reasonably foreseeable needs requiring cash investment, so that such matters may be managed prudently and efficiently.
3) Key performance indicators
Given the nature of the business, the Company’s directors are of the opinion that analysis using other KPIs is not necessary for an understanding of the development, performance or position of the Company. Revenue and profitability are used to measure the performance of the Company. See financial review section above.
Operational risk
There is a risk that an incident which the Company is involved in could cause damage to its infrastructure which could affect its reputation or create financial loss.
Cyber risk
With the ever-increasing threat of cyber-crime to both businesses and persons considerable attention is given to this risk throughout the Company. This includes updating the risk assessment, the monitoring of threats and protecting against such risks, ensuring appropriate business continuity plans are in place, as well as continually training and educating our staff as to the risks and their role in protecting the Company and Group.
 
Page 5

 
QUINTESSENTIALLY (UK) LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024


People risk
The retention of highly skilled staff, as well as the ability to attract new staff with the appropriate skills and experience, is central to the efficiency and sustainability of the Group’s operations.
Legal and regulatory risk
The Board continues to encourage all its staff to focus on the long-term interests of the business and treating clients fairly. A culture of legal and regulatory awareness is embedded within the Group by the in-house legal team to mitigate and legal and regulatory risk.
Reputational risk
Reputational risk can arise from, inter alia, adverse operational events which could lead to adverse public opinion generating a detrimental effect on the Company’s ability to retain or generate business. There is a strong emphasis placed on the importance of ethical behaviour and the maintenance of high standards of professionalism.

Corporate governance
 
The Board is collectively responsible for the long-term success of the Company.  The Board sets the Company’s strategic aims, within a framework of risk management and internal controls, ensuring that the necessary financial and human resources are in place to enable the Company to meet its objectives.
The Directors of the Company, who held office throughout the financial year, unless otherwise stated, were:
Ira Birns
Ben Elliot
Aaron Simpson
Committees of the Board
Remuneration Committee
The Remuneration Committee develops the Company’s policy regarding the remuneration of the Executive Management Team and certain other senior staff.
Executive Management Team
The Executive Management Team consists of the Chief Executive Officer, the Finance Director and senior business members across the various business activities and across the countries out of which the Group operates.  It is responsible for the implementation of initiatives and strategy set by the Board and addressing any immediate business issues on a group wide basis.
Future developments
On the basis and given the continuing improvement in the pipeline of business and bookings the directors expect the Company’s future performance to be strong.


This report was approved by the board on 3 January 2025 and signed on its behalf.



B W Elliot
Director

Page 6

 
QUINTESSENTIALLY (UK) LIMITED
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 APRIL 2024

The directors present their report and the financial statements for the year ended 30 April 2024.

Directors

The directors who served during the year were:

I M Birns 
B W Elliot 
A T Simpson 

Results and dividends

The loss for the year, after taxation and minority interests, amounted to £2.2m (2023: £2.9m)

The directors are unable to recommend the payment of a dividend (2023: £Nil).

Future developments

Future developments and financial risk management are disclosed in the Strategic Report as per Section 414C (11) of the Companies Act 2006.
Going concern
For the year ended 30 April 2024, the Group reported a loss after tax of £2.1m (2023: £2.9m), had net current liabilities of £29.3m (2023: £27.5m) and net liabilities of £29.1m (2023: £27.3m).
For the same period, the Company reported a loss after tax of £0.6m (2023: £4.1m), had net current liabilities of £33.8m (2023: £33.1m) and net liabilities of £23.6m (2023: £22.9m). 
The directors have assessed the impact on the current business, with particular reference to the letter of support received from one of the main shareholders and lenders. This formal letter indicates their confidence in the business, commitment to provide future financial backing and an extension on existing loan terms and facilities. In addition, the continued growth in revenues underpinned by new business wins and a recently implemented significant cost cutting programme is projected to return the group to profitability into 2025.
As a result, the directors have a reasonable expectation that the Group and Company has adequate resources to continue in operation for the next 12 months.
Given the level of uncertainty which still exists there is a risk that the pace and level at which business returns could be materially less than forecast, requiring the Group and Company to obtain external funding which may not be forthcoming and therefore this creates material uncertainty that may ultimately cast doubt about the Group and Company's ability to continue as a going concern.

Engagement with employees

The employees of the Company are systematically provided with information on matters which concern them as employees.  Employees or their representation are regularly consulted when decisions are taken which are likely to affect their interests.  The  Directors continue to provide information to the employees in order to achieve employee awareness of financial and economic factors affecting the Company, this includes regular Town Hall meetings with the CEO.

Engagement with suppliers, customers and others

The Company engages with suppliers, customers and others in a number of ways, including regular communication with them and investing back into its communities through supporting charities and other initiatives.  In particular as described more fully in the Group Strategic Report the Company is closely associated with a charitable foundation “Quintessentially Foundation” and continually promotes and closely supports that organisation in a number of ways.
Page 7

 
QUINTESSENTIALLY (UK) LIMITED
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024


Disabled employees

The Company maintains a policy of giving fair consideration to applications for employment made by disabled persons having regard to their particular abilities and aptitudes.  In the event of an employee becoming disabled, the Company uses its best endeavours to ensure continued employment.

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and 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 for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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

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

Disclosure of information to auditors

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

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

Events after the financial year

There have been no significant events affecting the Group since the year end.

Auditors

Under section 487(2) of the Companies Act 2006Sopher + Co LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

Page 8

 
QUINTESSENTIALLY (UK) LIMITED
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024

This report was approved by the board on 3 January 2025 and signed on its behalf.
 





B W Elliot
Director

Page 9

 
QUINTESSENTIALLY (UK) LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUINTESSENTIALLY (UK) LIMITED
 

Opinion


We have audited the financial statements of Quintessentially (UK) Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 30 April 2024, which comprise the Group Statement of Comprehensive Income, the Group and Company Statements of Financial Position, the Group Statement of Cash Flows, the Group and Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 30 April 2024 and of the Group's loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for 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 United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Material uncertainty related to going concern


We draw attention to note 2.3 in the financial statements which references Group and Company losses after taxation for the current and preceding year and the net liability position of both the Group and the Company and the reliance of the Group on the continued provision of loan facilities from a principal shareholder. As stated in note 2.3, this situation indicates that a material uncertainty exists that may cast significant doubt on the Group or the Company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of the directors' assessment of the Group's ability to continue to adopt the going concern basis of accounting included a review of the projections and stress test scenarios prepared by the directors together with the ongoing provision of loan facilities which have been continued to be renewed and extended annually to date.


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 directors are responsible for the other information. The other information comprises the information included in the Annual Report, other than the financial statements and our Auditors' Report 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.


Page 10

 
QUINTESSENTIALLY (UK) LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUINTESSENTIALLY (UK) LIMITED (CONTINUED)

In connection with our audit of the financial statementsour 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 there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the 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 Directors' Report.


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


adequate accounting records have not been kept 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 Directors' Responsibilities Statement set out on page 8, 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 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.


Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. 
 
Page 11

 
QUINTESSENTIALLY (UK) LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUINTESSENTIALLY (UK) LIMITED (CONTINUED)


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 Group financial statements.


 


 
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

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

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

To address the risk of fraud through management bias and override of controls, we: 
 
performed analytical procedures to identify any unusual or unexpected relationships
tested journal entries to identify unusual transactions; 
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and 
investigated the rationale behind significant or unusual transactions. 

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

 
Page 12

 
QUINTESSENTIALLY (UK) LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUINTESSENTIALLY (UK) LIMITED (CONTINUED)

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. 
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.


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


Use of our report
 

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





Stephen Iseman FCA (Senior Statutory Auditor)
  
for and on behalf of
Sopher + Co LLP
 
Chartered Accountants & Statutory Auditors
  
5 Elstree Gate
Elstree Way
Borehamwood
Hertfordshire
WD6 1JD

3 January 2025
Page 13

 
QUINTESSENTIALLY (UK) LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 APRIL 2024

2024
2023
Note
£000
£000

  

Turnover
 4 
29,558
26,285

Cost of sales
  
(8,363)
(9,696)

Gross profit
  
21,195
16,589

Administrative expenses
  
(22,223)
(18,206)

Other operating income
 5 
8
49

Operating loss
 6 
(1,020)
(1,568)

Interest receivable and similar income
  
1
1

Interest payable and similar expenses
 9 
(1,117)
(1,129)

Loss before taxation
  
(2,136)
(2,696)

Tax on loss
 10 
(11)
(175)

Loss for the financial year
  
(2,147)
(2,871)

Currency translation differences
  
384
(330)

Other comprehensive income for the year
  
384
(330)

Total comprehensive income for the year
  
(1,763)
(3,201)

Loss for the year attributable to:
  

Non-controlling interests
  
(124)
(114)

Owners of the parent Company
  
(2,023)
(2,757)

  
(2,147)
(2,871)

Total comprehensive income for the year attributable to:
  

Non-controlling interest
  
(124)
(114)

Owners of the parent Company
  
(1,639)
(3,087)

  
(1,763)
(3,201)

The notes on pages 21 to 40 form part of these financial statements.

Page 14

 
QUINTESSENTIALLY (UK) LIMITED
REGISTERED NUMBER:03879072

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2024

2024
2023
Note
£000
£000

Fixed assets
  

Intangible assets
 12 
-
-

Tangible fixed assets
 13 
224
219

  
224
219

Current assets
  

Debtors: amounts falling due within one year
 15 
6,968
4,094

Cash at bank and in hand
 16 
1,017
1,949

  
7,985
6,043

Current liabilities
  

Creditors: amounts falling due within one year
 17 
(36,881)
(33,562)

Net current liabilities
  
 
 
(28,896)
 
 
(27,519)

Creditors: amounts falling due after more than one year
 18 
(391)
-

Net liabilities
  
(29,063)
(27,300)


Capital and reserves
  

Called up share capital 
 19 
19
19

Capital redemption reserve
 20 
1,356
1,356

Foreign exchange reserve
 20 
(340)
(724)

Merger reserve
 20 
(5,514)
(5,514)

Profit and loss account
 20 
(24,004)
(21,981)

Equity attributable to owners of the parent Company
  
(28,483)
(26,844)

Non-controlling interests
  
(580)
(456)

  
(29,063)
(27,300)


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 3 January 2025.




B W Elliot
Director

The notes on pages 21 to 40 form part of these financial statements.

Page 15

 
QUINTESSENTIALLY (UK) LIMITED
REGISTERED NUMBER:03879072

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2024

2024
2023
Note
£000
£000

Fixed assets
  

Tangible assets
 13 
138
161

Investments
 14 
10,072
10,050

  
10,210
10,211

Current assets
  

Debtors: amounts falling due within one year
 15 
4,159
2,974

Cash at bank and in hand
 16 
164
492

  
4,323
3,466

Current liabilities
  

Creditors: amounts falling due within one year
 17 
(37,691)
(36,578)

Net current liabilities
  
 
 
(33,368)
 
 
(33,112)

Creditors: amounts falling due after more than one year
 18 
(391)
-

Net liabilities
  
(23,549)
(22,901)


Capital and reserves
  

Called up share capital 
 19 
19
19

Capital redemption reserve
 20 
589
589

Merger reserve
 20 
6,429
6,429

Profit and loss account carried forward
  
(30,586)
(29,938)

  
(23,549)
(22,901)


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 3 January 2025.


B W Elliot
Director

The notes on pages 21 to 40 form part of these financial statements.

Page 16

 

QUINTESSENTIALLY (UK) LIMITED
 
 
 


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



Called up share capital
Capital redemption reserve
Foreign exchange reserve
Merger reserve
Profit and loss account
Equity attributable to owners of parent Company
Non-controlling interests
Total equity


£000
£000
£000
£000
£000
£000
£000
£000



At 1 May 2022
19
1,356
(394)
(5,514)
(19,224)
(23,757)
(342)
(24,099)





Loss for the year
-
-
-
-
(2,757)
(2,757)
(114)
(2,871)


Currency translation difference
-
-
(330)
-
-
(330)
-
(330)





At 1 May 2023
19
1,356
(724)
(5,514)
(21,981)
(26,844)
(456)
(27,300)





Loss for the year
-
-
-
-
(2,023)
(2,023)
(124)
(2,147)


Currency translation difference
-
-
384
-
-
384
-
384



At 30 April 2024
19
1,356
(340)
(5,514)
(24,004)
(28,483)
(580)
(29,063)



The notes on pages 21 to 40 form part of these financial statements.

Page 17

 
QUINTESSENTIALLY (UK) LIMITED
 

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


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

£000
£000
£000
£000
£000


At 1 May 2022
19
589
6,429
(25,832)
(18,795)



Loss for the year
-
-
-
(4,106)
(4,106)



At 1 May 2023
19
589
6,429
(29,938)
(22,901)



Loss for the year
-
-
-
(648)
(648)


At 30 April 2024
19
589
6,429
(30,586)
(23,549)


The notes on pages 21 to 40 form part of these financial statements.

Page 18

 
QUINTESSENTIALLY (UK) LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 APRIL 2024

2024
2023
£000
£000

Cash flows from operating activities

Loss for the financial year
(2,147)
(2,871)

Adjustments for:

Amortisation of intangible assets
1
39

Depreciation of tangible assets
94
84

Interest receivable
(1)
(1)

Taxation charge
11
175

(Increase)/decrease in debtors
(3,033)
301

Decrease/(increase) in amounts owed by associates
162
(546)

Increase in creditors
731
1,575

Increase in amounts owed to associates
2,058
932

Corporation tax paid
(203)
(43)

Interest payable
1,117
1,129

Net cash generated (used in)/from operating activities

(1,210)
774


Cash flows from/(used in) investing activities

Purchase of tangible fixed assets
(100)
(119)

Interest received
1
1

Net cash used in investing activities

(99)
(118)
Page 19

 
QUINTESSENTIALLY (UK) LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024


2024
2023

£000
£000



Cash flows (used in)/from financing activities

Interest paid
(7)
(2)

Net effect of foreign exchange
384
(330)

Net cash from/(used in) financing activities
377
(332)

Net (decrease)/increase in cash and cash equivalents
(932)
324

Cash and cash equivalents at beginning of year
1,949
1,625

Cash and cash equivalents at the end of year
1,017
1,949


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
1,017
1,949



CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 30 APRIL 2024




At 1 May 2023
Cash flows
At 30 April 2024
£000

£000

£000

Cash at bank and in hand

1,949

(932)

1,017

Debt due within 1 year

(12,720)

-

(12,720)


(10,771)
(932)
(11,703)

The notes on pages 21 to 40 form part of these financial statements.

Page 20

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

1.


General information

Quintessentially (UK) Limited ("the Company") is a private limited liability company, domiciled and incorporated in England and Wales. The business and registered office address is 29 Portland Place, London W1B 1QB. The nature of the Company’s operations and its principal activities are set out in the Strategic Report.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

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

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company 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 Statement of Financial Position, 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 Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 31 October 2018.

Therefore, the Group continues to recognise a merger reserve which arose on a past business combination that was accounted for as a merger in accordance with UK GAAP as applied at that time.

 
2.3

Going concern

For the year ended 30 April 2024, the Group reported a loss after tax of £2.1m (2023: £2.9m), had net current liabilities of £29.3m (2023: £27.5m) and net liabilities of £29.1m (2023: £27.3m).
For the same period, the Company reported a loss after tax of £0.6m (2023: £4.1m), had net current liabilities of £33.8m (2023: £33.1m) and net liabilities of £23.6m (2023: £22.9m).
The directors have assessed the impact on the current business, with particular reference to the letter of support received from one of the main shareholders and lenders. This formal letter indicates their confidence in the business, commitment to provide future financial backing and an extension on existing loan terms and facilities. In addition, the continued growth in revenues underpinned by new business wins and a recently implemented significant cost cutting programme is projected to return the group to profitability into 2025.
 
Page 21

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)


2.3
Going concern (continued)

In reaching their decision the directors have given due consideration to the further extension of loan facilities from World Fuel Services Europe, Ltd as detailed in notes 17 and 22, including the new post year end loan of £2.5m with a termination date of 25 February 2025.
As a result, the directors have a reasonable expectation that the Group and Company has adequate resources to continue in operation for the next 12 months.
Given the level of uncertainty which still exists there is a risk that the pace and level at which business returns could be materially less than forecast, requiring the Group and Company to obtain external funding which may not be forthcoming and therefore this creates material uncertainty that may ultimately cast doubt about the Group and Company's ability to continue as a going concern.

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is £ Sterling.

Transactions and balances

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

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

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

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

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

 
2.5

Revenue

Turnover represents amounts receivable for the Company's services. These include membership subscriptions (including both private and corporate streams); commissions; franchise fees (split between license fees and minimum guarantees); corporate consulting fees; events consulting (both private and corporate); property listing fees; villa rental sales; property consultancy fees; education consultancy services; and fine art advisory services. 
 
Page 22

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)


2.5
Revenue (continued)

Further, the Company undertakes the provision of goods and services to members, including services such as private chauffeur/hire of vehicles; high end shopping experiences; event organization; and private jet chartering and sales.
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Membership income, both corporate and private, is spread over the subscription period after accounting for initial costs, with the subscription period being defined as the term over which services are provided to the customer.
Commissions are recognised in line with the delivery of the services from which they derive, which is predominantly hotel bookings. As such, for the example of a hotel booking, turnover is recognised over the course of the customer stay. The Company engages with its franchise offices around the world to deliver services to its clients and members.
License fees granted to franchise offices are recognised over the term for which the franchise agreement is granted. Minimum guarantees are recognised over the period to which they relate on a pro rata basis. Where minimum guarantees are exceeded on a contract period these are recognised as earned. Turnover from international contracts where service delivery is provided partially from our franchise partner offices is recognised in its entirety, together with the associated turnover share applicable to the Company with the proportion of sales payable to the franchise partner is included in cost of sales, as per the underlying contract.
Corporate fees are spread over the period during which the related costs are incurred. This same policy also applies to the education consultancy services, and high-end shopping turnover streams.

 
2.6

Operating leases: the Group as lessee

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

 
2.7

Finance costs

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

 
2.8

Borrowing costs

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

 
2.9

Pensions

The Group contributes to defined contribution plans for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.
Page 23

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)


2.9
Pensions (continued)


 
2.10

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

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

 
2.11

Intangible assets

Trademarks are measured at cost less accumulated amortisation and any accumulated impairment losses. Amortisation is calculated to write off the cost in equal annual instalments over its estimated useful life of 10 years.
Computer software is measured at cost less amortisation and any accumulated impairment losses. Amortisation is calculated to write off the cost in equal monthly instalments over the useful economic life.
Amortisation is charged to administrative expenses in the period to which relates. Amortisation periods are representative of management’s best estimation of the useful life of the underlying asset. Their estimation is based on a variety of factors, including but not limited to legal, contractual or regulatory provisions which may limit the useful life of an asset or cash generating unit, and assumptions from market participants.

 
2.12

Tangible fixed assets

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

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives.

Depreciation is provided on the following basis:

Leasehold properties
-
Over the term of lease
Fixtures and fittings
-
16-33% straight line
Computer equipment
-
33% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 24

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.13

Valuation of investments

In the Company's individual accounts, investments in subsidiaries are measured at cost less accumulated impairment. The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Impairment of Investments 
For investments, an impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are largely independent cash inflows (cash-generating units). Prior impairments of investments are reviewed for possible reversal at each reporting date.

 
2.14

Debtors

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

 
2.15

Cash and cash equivalents

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

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.16

Creditors

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

 
2.17

Holiday pay accrual

A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the reporting date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the reporting date.

 
2.18

Financial instruments

The group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade debtors, other debtors, creditors and, loans from related parties and investments in ordinary shares. 
Financial assets that are measured at cost and amortized at cost are assessed at the end of each reporting period for objective evidence of impairement. If objective evidence of impairement is found, an impairement loss is recognised in the Statement of Comprehensive Income. 

Page 25

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Company management to exercise judgment in applying the Company’s accounting policies. Details of the significant judgments and estimates are provided below:

Critical accounting judgments and estimation uncertainty
Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Critical accounting estimates and assumptions
The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below.
(i) Useful economic lives of tangible assets
The annual depreciation charge for tangible assets, and amortisation of intangible assets, is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets.
(ii) Impairment of debtors
The Company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience.
(iii) Impairment of tangible and intangible assets
Tangible fixed assets and intangible assets are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s (or CGU’s) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Fixed assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased, except for goodwill where impairment losses previously recognised are not reversed.
(iv) Impairment of investment in subsidiaries
Investments in subsidiaries are measured at cost less accumulated impairment. Investments in subsidiaries are reviewed for impairment at each reporting date. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the subsidiary and where it is component of a larger cash- generating unit, the viability and expected future performance of that unit.

Page 26

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

4.


Turnover

The whole of the turnover is attributable to the principal activities of the Group. 

Analysis of turnover by country of destination:

2024
2023
£000
£000

United Kingdom
16,240
12,324

Asia Pacific, Europe and Middle East
8,284
8,026

United States of America
5,034
5,935

29,558
26,285



5.


Other operating income

2024
2023
£000
£000

Government employment support scheme
8
49



6.


Operating loss

The operating loss is stated after charging:

2024
2023
£000
£000



Exchange differences
66
56

Other operating lease rentals
346
581

Depreciation of tangible fixed assets
94
84

Amortisation of intangible assets
1
39

Fees payable to the Group's auditors - 
for statutory audit of these financial statements including subsidiary 
undertakings
131
168

- for assistance with financial statement preparation and tax compliance
70
34

Page 27

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

7.


Employees

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


Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Wages and salaries
13,496
11,296
5,953
5,291

Social security costs
1,156
1,101
730
714

Cost of defined contribution scheme
288
239
203
177

14,940
12,636
6,886
6,182


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

Group
Group
2024
2023

Europe and Middle East
182
152

Asia Pacific
29
22

United States of America
41
44

252
218


8.


Directors' remuneration

2024
2023
£000
£000

Directors' remuneration
185
180



9.


Interest payable and similar expenses

2024
2023
£000
£000


Interest on shareholder loans
1,117
1,129

Page 28

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

10.


Taxation


2024
2023
£000
£000


Current tax for the year
-
-

-
-

Foreign tax


Foreign tax on income for the year
-
3

Foreign tax in respect of prior periods
11
172

Total current tax
11
175

Factors affecting tax charge for the year

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

2024
2023
£000
£000


Loss on ordinary activities before tax
(2,136)
(2,701)


Loss on ordinary activities multiplied by the small profits (2023 - standard) rate of corporation tax in the UK of 19% (2023 - 19%)
(406)
(513)

Effects of:


Expenses not deductible for tax purposes
40
(334)

Capital allowances in excess of depreciation and amortisation
2
(13)

Adjustments to tax charge in respect of prior periods
11
172

Short-term timing difference leading to an increase in taxation
4
3

Non trade loan relationships
182
214

Foreign tax
-
3

Unrelieved overseas tax losses carried forward
234
190

Unrelieved UK tax losses
(56)
522

Lower rate taxes on overseas earnings
-
(69)

Total tax charge for the year
11
175


Factors that may affect future tax charges

The Company has unutilised losses amounting to approximately £8.77m (2023: £8.24m) available to carry forward and utilise against future profits. No provision has been made for a deferred tax asset in respect of these losses in view of uncertainty as to when they may prove recoverable.

Page 29

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

11.


Parent company profit for the year

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements. The loss after tax of the parent Company for the year was £0.6m (2023: £4.1m).


12.


Intangible assets

Group





Trademarks
Goodwill
Total

£000
£000
£000



Cost


At 1 May 2023
367
425
792



At 30 April 2024

367
425
792



Amortisation


At 1 May 2023
367
425
792



At 30 April 2024

367
425
792



Net book value



At 30 April 2024
-
-
-



At 30 April 2023
-
-
-



Page 30

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
 
           12.Intangible assets (continued)

Company




Trademarks

£000



Cost


At 1 May 2023
353



At 30 April 2024

353



Amortisation


At 1 May 2023
353



At 30 April 2024

353



Net book value



At 30 April 2024
-



At 30 April 2023
-

Page 31

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

13.


Tangible fixed assets

Group






Leasehold properties
Fixtures and fittings
Computer equipment
Total

£000
£000
£000
£000



Cost 


At 1 May 2023
109
465
520
1,094


Additions
8
46
46
100


Disposals
-
(70)
(60)
(130)


Exchange adjustments
1
-
3
4



At 30 April 2024

118
441
509
1,068



Depreciation


At 1 May 2023
108
284
484
876


Charge for the year on owned assets
3
71
20
94


Disposals
-
(70)
(60)
(130)


Exchange adjustments
1
-
3
4



At 30 April 2024

112
285
447
844



Net book value



At 30 April 2024
6
156
62
224



At 30 April 2023
1
181
36
218

Page 32

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

           13.Tangible fixed assets (continued)


Company






Fixtures and fittings
Computer equipment
Total

£000
£000
£000

Cost


At 1 May 2023
318
2
320


Additions
43
-
43



At 30 April 2024

361
2
363



Depreciation


At 1 May 2023
158
1
159


Charge for the year on owned assets
66
-
66



At 30 April 2024

224
1
225



Net book value



At 30 April 2024
137
1
138



At 30 April 2023
160
1
161






Page 33

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

14.


Fixed asset investments

Company





Investments in subsidiary companies
Other fixed asset investments
Total

£000
£000
£000



Cost


At 1 May 2023
27,508
389
27,897


Additions
21
-
21



At 30 April 2024

27,529
389
27,918



Impairment


At 1 May 2023
17,457
389
17,846



At 30 April 2024

17,457
389
17,846



Net book value



At 30 April 2024
10,072
-
10,072



At 30 April 2023
10,051
-
10,051


Subsidiary undertakings


The following were direct and indirect subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

Lifestyle Concierge Management Limited
England and Wales
Dormant
Ordinary
100%
Quintessentially Inc.
USA
Membership club
Ordinary
100%
Quintessentially (HK) Ltd
Hong Kong
Membership club
Ordinary
100%
Quintessentially DMCC
Dubai
Membership club
Ordinary
90%
Quintessentially Worldwide Limited
England and Wales
Dormant
Ordinary
100%
Quintessentially Charter USA Inc.
USA
Dormant
Ordinary
100%
Quintessentially Retail Limited
England and Wales
Dormant
Ordinary
78%
Quintessentially Communications
England and Wales
Dormant
Ordinary
78%
Quintessentially Art Consulting Limited
England and Wales
Dormant
Ordinary
100%
Quintessentially Covered Limited
England and Wales
Dormant
Ordinary
100%
Quintessentially Villas Limited
England and Wales
Dormant
Ordinary
63%
Quintessentially & Co Limited
England and Wales
Events
Ordinary
100%
Quintessentially Gifts Limited
England and Wales
Dormant
Ordinary
78%
Quintessentially Media Limited
England and Wales
Dormant
Ordinary
100%
Quintessentially & Co (APAC) Limited
Hong Kong
Events
Ordinary
100%
Page 34

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
Subsidiary undertakings (continued)


Name

Registered office

Principal activity

Class of shares

Holding

Quintessentially Lifestyle Singapore (PTE) Limited
Singapore
Membership club
Ordinary
100%
Quintessentially Germany GmbH *
Germany
Membership club
Ordinary
100%

* Quintessentially Germany GmbH was incorporated 15 May 2023.


Associates and Investments


The following were Associates and Investments held directly and indirectly by the Group:

Name

Registered office

Principal activity

Class of shares

Holding

Quintessentially Aviation Limited
England and Wales
Dormant
Ordinary
47%
Quintessentially Driven Limited
England and Wales
Dormant
Ordinary
28%
Quintessentially Aviation Handling Limited
Republic of Ireland
Dormant
Ordinary
47%
Quintessentially Driven (USA) Inc
USA
Dormant
Ordinary
28%
Quintessentially Driven HK Limited
Hong Kong
Dormant
Ordinary
28%
Q Neville McCarthy Limited
USA
Dormant
Ordinary
22%
Quintessentially Communications (USA) Inc.
USA
Dormant
Ordinary
27%
Quintessentially Wine APAC Limited
Hong Kong
Dormant
Ordinary
8%
Quintessentially Wine HK Limited
Hong Kong
Dormant
Ordinary
15%
PDQ Technologies Limited
England and Wales
Dormant
Ordinary
3%
GDPQ Limited
England and Wales
Dormant
Ordinary
3%

Page 35

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

15.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Trade debtors
2,561
622
844
320

Amounts owed by group undertakings
-
-
2,715
2,279

Amounts owed by joint ventures and associated undertakings
886
1,048
-
-

Other debtors
695
449
38
23

Prepayments and accrued income
2,824
1,975
562
352

6,966
4,094
4,159
2,974


All amounts above are due within one year. Amounts owed by group undertakings are interest free and repayable upon demand.


16.


Cash and cash equivalents

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Cash at bank and in hand
1,017
1,949
164
492



17.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Trade creditors
3,071
2,818
1,939
1,830

Amounts owed to group undertakings
-
-
6,498
7,189

Related party loans
12,500
12,500
12,500
12,500

Other amounts due to related parties
5,436
3,378
5,265
3,184

Corporation tax
173
366
-
-

Other taxation and social security
1,230
1,501
1,031
1,348

Other creditors
1,443
2,110
1,086
1,666

Accruals
7,977
5,914
7,362
6,373

Deferred income
5,051
4,975
2,010
2,488

36,881
33,562
37,691
36,578


Page 36

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

17.


Creditors: Amounts falling due within one year (continued)

Amounts owed to group undertakings are unsecured, interest free and are payable on demand.
Related party loans, as set out below, are secured by fixed and floating charges over the assets of the Company.
(i) As at 30 April 2024, the Company had a loan agreement with a related company, World Fuel Services Europe, Ltd of £2.5m. The maximum available of £2.5m was outstanding at 30 April 2024 with an interest rate equal to the Bank of England's base rate lending +6% per annum. On 27 September 2024, the lender agreed to i.) a further extension of the termination date to 25 February 2025 ii.) to capitalise the interest premium outstanding under the original loan agreement at that date of £0.5m, increasing the principal to £3.0m. 
(ii) As at 30 April 2024, the Company had a loan agreement with a related company, World Fuel Services Europe, Ltd of £10m. The maximum available of £10m was outstanding at 30 April 2024 with an interest rate equal to the Bank of England's base rate lending +6% per annum. The facility was extended by a further £2.0m to £12.0m. On 27 September 2024, the lender agreed to extend the entire facility to 25 February 2025. 
As of date of signing these financial statements, there have been no situations or conditions, which constitute breaches of the covenants included in the loan and the extended loan, that have not otherwise been remedied by the Group or waived by the loan provider.


18.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Other creditors
391
-
391
-




19.


Share capital

2024
2023
£000
£000
Allotted, called up and fully paid



1,414,511 (2023 - 1,414,511) A Ordinary shares of £0.01 each
14
14
522,477 (2023 - 522,477) B Ordinary shares of £0.01 each
5
5

19

19

Page 37

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

19.Share capital (continued)

The profits of the Company available for distribution and resolved to be distributed (other than in connection with winding up or dissolution of the Company or on an Asset Sale) shall, subject to the provisions of the Companies Act, be distributed by way of dividend amongst the holders of the share in the Company in the following proportions:
- The Investor Percentage of such profits to the investor as holder of the B Ordinary shares: and
- The remainder of such profits to the holders of the Ordinary Shares to be distributed amongst such holders pari passu in proportion to the numbers of such Ordinary Shares held by them respectively.
Both A and B Ordinary Shares offer the same voting rights: holders of Ordinary Shares are entitled to receive notice, attend and speak at and vote at general meetings of the Company.



20.


Reserves

Foreign exchange reserve

The foreign currency translation reserve represents the foreign exchange reserve held on consolidation of the group financial statements.

Merger Reserve

The merger reserve represents the fair value adjustment included as part of a Group reorganisation. A reorganisation took place during the financial year ended 30 April 2019 which resulted in the Company acquiring a number of related companies of the Group. This transaction was effective on 31 October 2018. These entities were under common control by virtue of the same directorships and shareholdings, and therefore this transaction resulted in all of these entities becoming subsidiaries of the Company. FRS 102 Section 19 includes guidance for accounting for reconstructions of this nature.
Having considered the requirements FRS 102, the transaction by which the Company acquired these  subsidiaries this been accounted for on a merger basis as if the entities had always been combined. 
The combination has been accounted for by using book values with no fair value adjustments made nor goodwill created. The investments recorded by the Company have been accounted for at fair value, hence the creation of a merger reserve.

In accounting for the October 2018 group reconstruction, the Company financial statements recorded an investment in the acquired subsidiaries at the fair value of those subsidiaries for £28,260k, creating a merger reserve of the same amount during the that financial year within equity. During the financial year ending 30 April 2024 the company re-valuated the position of the value in use of each of the investments brought together by the recognition of the merger reserve and there was no change. 

Profit and loss account

Profit and loss account represents cumulative profits or losses, net of dividends paid and other adjustments.

Page 38

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

21.


Commitments under operating leases

At 30 April 2024 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2024
2023
Group
£000
£000

Leasehold properties


Not later than 1 year
689
609

Later than 1 year and not later than 5 years
964
1,314

1,653
1,923


22.


Related party transactions

During the year, the Company entered into transactions on an arms length basis, in the ordinary course of the business, and had balances at the year end with the following parties


.



Sales
2024
Purchases
2024
Debtors / (Creditors) 2024
Sales
2023
Purchases
2023
Debtors / (Creditors) 2023
      £000
      £000
      £000
      £000
      £000
      £000
Group

Quintessentially Travel Limited

3,826

34

(4,590)
 
4,424
 
69

(2,471)

World Fuel Services Europe, Limited

-

958

(12,500)
 
-
 
1,127

(12,500)

Quintessentially DMCC

54

47

(6,139)
 
788
 
157

(5,725)


3,880

1,039

(23,229)
 
5,212
 
1,353

(20,696)


Page 39

 
QUINTESSENTIALLY (UK) LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024


.



Sales
2024
Purchases
2024
Debtors / (Creditors) 2024
Sales
2023
Purchases
2023
Debtors / (Creditors) 2023
      £000
      £000
      £000
      £000
      £000
      £000
Company

Quintessentially Travel Limited

2,912

7

(5,252)
 
4,124
 
9

(3,168)

World Fuel Services Europe, Limited

-

958

(12,500)
 
-
 
1,127

(12,500)

Quintessentially DMCC

54

47

(6,139)
 
788
 
157

(5,725)


2,966

1,012

(23,891)
 
4,912
 
1,293

(21,393)


The Company has taken advantage of the exemption under FRS102 33.1A Related Party Disclosure not to disclose transaction entered into between two or more members of a group, provided that any subsidiary undertaking which is a party to the transaction is wholly owned by a member of that group.
Key management personnel
During the year, the Group paid remuneration totalling £530k (2023 - £532k) to its key management personnel.


23.


Events after the reporting date

Loan facilities
As at 30 April 2024, the Company had two loan agreement with a related company, World Fuel Services Europe, Ltd of £10.0m and £2.5m. On 27 September 2024, the lender agreed to i.) extend the £10m facility by a further £2m increasing the principal to £12.0m ii.) to capitalise the interest premium outstanding under the original loan agreement at that date of £0.5m, increasing the principal to £3m. 
On 27 September 2024, the lender agreed to extend the termination of the above facilities to 25 February 2025. 
World Fuel Services Europe, Ltd is a group undertaking of WFS UK Holding Partnership LP, which holds a 26.72% interest in Quintessentially (UK) Limited. Further details regarding these loans are set out in note 17.


24.


Controlling party

In the opinion of the directors the group is controlled by Mr A T Simpson, Mr B W Elliot and WFS UK Holding Partnership LP. 

 
Page 40