Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-12-312023-12-31.falsefalse2023-01-0111falsefalse 01793134 2023-01-01 2023-12-31 01793134 2022-01-01 2022-12-31 01793134 2023-12-31 01793134 2022-12-31 01793134 2022-01-01 01793134 1 2023-01-01 2023-12-31 01793134 d:CompanySecretary1 2023-01-01 2023-12-31 01793134 d:Director1 2023-01-01 2023-12-31 01793134 d:Director2 2023-01-01 2023-12-31 01793134 d:Director2 2023-12-31 01793134 d:RegisteredOffice 2023-01-01 2023-12-31 01793134 c:Buildings c:LongLeaseholdAssets 2023-01-01 2023-12-31 01793134 c:MotorVehicles 2023-01-01 2023-12-31 01793134 c:FurnitureFittings 2023-01-01 2023-12-31 01793134 c:ComputerEquipment 2023-01-01 2023-12-31 01793134 c:PatentsTrademarksLicencesConcessionsSimilar 2023-01-01 2023-12-31 01793134 c:Goodwill 2023-01-01 2023-12-31 01793134 c:CurrentFinancialInstruments 2023-12-31 01793134 c:CurrentFinancialInstruments 2022-12-31 01793134 c:Non-currentFinancialInstruments 2023-12-31 01793134 c:Non-currentFinancialInstruments 2022-12-31 01793134 c:CurrentFinancialInstruments c:WithinOneYear 2023-12-31 01793134 c:CurrentFinancialInstruments c:WithinOneYear 2022-12-31 01793134 c:Non-currentFinancialInstruments c:BetweenOneTwoYears 2023-12-31 01793134 c:Non-currentFinancialInstruments c:BetweenOneTwoYears 2022-12-31 01793134 c:ShareCapital 2023-12-31 01793134 c:ShareCapital 2022-12-31 01793134 c:ShareCapital 2022-01-01 01793134 c:OtherMiscellaneousReserve 2023-01-01 2023-12-31 01793134 c:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 01793134 c:RetainedEarningsAccumulatedLosses 2023-12-31 01793134 c:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 01793134 c:RetainedEarningsAccumulatedLosses 2022-12-31 01793134 c:RetainedEarningsAccumulatedLosses 2022-01-01 01793134 d:OrdinaryShareClass1 2023-01-01 2023-12-31 01793134 d:OrdinaryShareClass1 2023-12-31 01793134 d:OrdinaryShareClass1 2022-12-31 01793134 d:FRS102 2023-01-01 2023-12-31 01793134 d:Audited 2023-01-01 2023-12-31 01793134 d:FullAccounts 2023-01-01 2023-12-31 01793134 d:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 01793134 c:Subsidiary1 2023-01-01 2023-12-31 01793134 c:Subsidiary1 1 2023-01-01 2023-12-31 01793134 d:Consolidated 2023-12-31 01793134 d:ConsolidatedGroupCompanyAccounts 2023-01-01 2023-12-31 01793134 2 2023-01-01 2023-12-31 01793134 6 2023-01-01 2023-12-31 01793134 e:PoundSterling 2023-01-01 2023-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 01793134









ALINDENE LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
ALINDENE LIMITED
 
 
COMPANY INFORMATION


Directors
K Tokumine 
S K Tokumine (appointed 19 July 2024)




Company secretary
D V A De Mel



Registered number
01793134



Registered office
3 Denman Street

London

W1D 7HB




Independent auditors
BKL Audit LLP
Chartered Accountants & Statutory Auditor

35 Ballards Lane

London

N3 1XW





 
ALINDENE LIMITED
 

CONTENTS



Page
Group strategic report
 
 
1 - 2
Directors' report
 
 
3 - 5
Independent auditors' report
 
 
6 - 9
Consolidated statement of comprehensive income
 
 
10
Consolidated statement of financial position
 
 
11 - 12
Company statement of financial position
 
 
13
Consolidated statement of changes in equity
 
 
14
Company statement of changes in equity
 
 
15
Consolidated statement of cash flows
 
 
16 - 17
Notes to the financial statements
 
 
18 - 43


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

Introduction
 
The Directors present the Strategic Report for the year ended 31 December 2023.
The Directors are pleased to report that overall the Group traded satisfactorily in 2023.

Business review
 
Following on from the Covid-19 pandemic, 2023 was a year which presented new challenges for the business, primarily in the form of significant inflationary pressures which have impacted the entire hospitality sector.
Through the actions we have taken over the course of the year, we have been able to navigate these cost pressures and now look forward with greater degree of visibility on our key cost lines. 
The Group has developed plans which are focused on achieving significant EBITDA margin accretion over a three-year time horizon, with a number of proactive initiatives now in place to drive the greatest value from our portfolio, expanding where we see attractive returns whilst effectively managing both pricing and costs.
The Group's key financial and other performance indicators during the year were as follows:
ole4d0f.png

Principal risks and uncertainties
 
The Group faces a number of risks and uncertainties, including:

Economic downturn: A prolonged economic downturn could impact consumer spending and demand for our products.
Competition: Increased competition from other retailers and online businesses could put pressure on margins.
Supply chain disruptions: Continued global supply chain issues could lead to delays and increased costs.
Changing consumer preferences: Shifts in consumer preferences towards other cuisines or products could impact demand.
Brexit: The ongoing impact of Brexit could lead to increased trade barriers and costs.

The directors believes that the group is able to trade through a possible downturn in the economy post the pandemic due to its strong customer loyalty, reputation of the brand, the strategic location of the trading outlets complemented by the option to access its products online and by regular monitoring of performance and continuous contingency planning.

Financial key performance indicators
 
The group is exposed to financial risk through its financial assets and liabilities. The most important component of financial risk affecting the group is liquidity risk. Tight working capital control together with detailed cash flow monitoring mitigate the liquidity risk.

Page 1

 
ALINDENE LIMITED
 

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

Other key performance indicators
 
In May 2024, the company's shareholding in it's subsidiary Japan Centre Group Limited was disposed off. As part of the agreement entered between the parties, the acquiring shareholders, Kozosushi Co Limited has agreed to repay the loan due to Alindene Limited by 31 August 2025. Consequently, Japan Centre Group Limited is no longer part of the Group.
The directors have determined that these events are non-adjusting subsequent events. Accordingly, the financial position and results of operations as of and for the year ended 31 December 2023 have not been adjusted to reflect their impact.
As Alindene Limited is a holding company and does not trade, the directors do not prepare any forecasts. The directors have taken appropriate measures to enable them to have a reasonable expectation that the company will have sufficient working capital for a period of at least 12 months from the date these financial statements have been approved.


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



K Tokumine
Director

Date: 11 January 2025

Page 2

 
ALINDENE LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

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

Directors' 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.

Results and dividends

The loss for the year, after taxation and minority interests, amounted to £1,842,271 (2022 - loss £1,843,122).

The results for the year are set out on page 11.
No ordinary dividends were paid during the year 
(2022 - £Nil).

Director

The director who served during the year was:

K Tokumine 

Environmental matters

The Group will seek to minimise adverse impacts on the environment from its activities, whilst continuing to address health, safety and economic issues. The Group has complied with all applicable legislation and regulations.

Page 3

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

Future developments

As of May 2024, the company's shareholding in it's subsidiary Japan Centre Group Limited was disposed off. Alindene Limited will continue to be a holding company with no trading activity.

Engagement with employees

The Group is collaborative and open with suggestions for business improvements encouraged from departmental level to the senior managers. Broad discussions are held throughout the year with all managers and stakeholders, taking suggestions into account to inform strategy.
The Group employs a diverse workforce, with EDI structured into recruitment as applicants of all genders, ethnicities, sexuality and religions are encouraged to apply on the strength of their skills.

Engagement with suppliers, customers and others

The various teams ensure a best practice manner with clients, offering individualised proposals to ensure all are catered for.
Operational teams and the finance team provide open communication with suppliers, ensuring good terms are kept and/or developed.

Disabled employees

The Group views all applicants as equal and encourages disabled persons to apply for suitable roles within the Group.
The Group ensures the best practice is followed in regards to the Equality Act, as disabled employees are supported during employment with reasonable adjustments made to ensure their comfort and success as team members. Senior management ensure welfare checks and frequent support meetings for disabled colleagues and signpost to mental health support offered by the Group.

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.

Page 4

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

Post balance sheet events

In January 2023, one of the sub subsidiary company discontinued its e-commerce marketplace sales operation.
In May 2023 as a result of group reorganisation, there was a change of ownership in the ultimate parent company. Tokumine Holdings Limited acquired 100% of Alindene Limited. There was no change to the ultimate controlling party as a result of the group reorganisation. The investment in associate in Shoryu Holdings Limited was transferred at cost to Tokumine Restaurant Holdings Limited.
In May 2024, the company's shareholding in it's subsidiary Japan Centre Group Limited was disposed off. As part of the agreement entered between the parties, the acquiring shareholders, Kozosushi Co Limited has agreed to repay the loan due to Alindene Limited by 31 August 2025. Consequently, Japan Centre Group Limited is no longer part of the group. There are no adjustments as a result of the above events.
In January 2024, the business and assets of Panton Yokocho restaurant have been transferred to Panton Yokocho Limited, a company incorporated in England and Wales on 28 December 2022. Panton Yokocho Limited is a 100% owned subsidiary of Japan Centre Group Limited. However, as a result of a reorganisation, this was reversed and the business and assets of Panton Yokocho Limited were transferred back to Japan Centre Group Limited. Panton Yokocho Limited is in the process of voluntarily liquidation.
The directors have determined that these events are non-adjusting subsequent events. Accordingly, the financial position and results of operations as of and for the year ended 31 December 2023 have not been adjusted to reflect their impact.

Auditors

During the year, Sobell Rhodes Audit Limited resigned as auditors and BKL Audit LLP were appointed in their stead.
Under section 487(2) of the Companies Act 2006, BKL Audit 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.

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





K Tokumine
Director

Date: 11 January 2025

Page 5

 
ALINDENE LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ALINDENE LIMITED
 

Opinion


We have audited the financial statements of Alindene Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2023, which comprise the Consolidated statement of comprehensive income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the 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 31 December 2023 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.


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


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


Page 6

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


Other information


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


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the 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 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the 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.


Page 7

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


Auditors' responsibilities for the audit of the financial statements
 

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

Enquiring of management, those charged with governance and the entity’s solicitors around actual and potential litigation and claims;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulation;
Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.


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


As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:


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. 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.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion of the effectiveness of the Company's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Auditors' report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.



Page 8

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


Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statementsWe are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.


We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.


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.





Michael Wedge FCA (Senior statutory auditor)
  
for and on behalf of
BKL Audit LLP
 
Chartered Accountants
Statutory Auditor
  
London

14 January 2025
Page 9

 
ALINDENE LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

As restated
2023
2022
Note
£
£

  

Turnover
  
23,975,013
24,316,352

Cost of sales
  
(13,797,202)
(13,439,574)

Gross profit
  
10,177,811
10,876,778

Administrative expenses
  
(13,214,983)
(13,985,293)

Other operating income
  
1,138,176
1,187,885

Operating loss
  
(1,898,996)
(1,920,630)

Amounts written off investments
  
-
(11,357)

Interest receivable and similar income
 9 
795
10,755

Interest payable and similar expenses
 10 
(70,514)
(103,806)

Share of results of associates
  
-
(471,920)

Loss before taxation
  
(1,968,715)
(2,496,958)

Tax on loss
  
(627,945)
260,968

Loss for the financial year
  
(2,596,660)
(2,235,990)

  

Total comprehensive income for the year
  
(2,596,660)
(2,235,990)

(Loss) for the year attributable to:
  

Non-controlling interests
  
(754,389)
(392,868)

Owners of the parent Company
  
(1,842,271)
(1,843,122)

  
(2,596,660)
(2,235,990)

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

The notes on pages 18 to 43 form part of these financial statements.

Page 10

 
ALINDENE LIMITED
REGISTERED NUMBER: 01793134

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023

As restated
2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 12 
1,408,283
1,837,437

Tangible assets
 13 
6,141,222
6,906,882

Investments
 14 
35,744
908,244

  
7,585,249
9,652,563

Current assets
  

Stocks
 15 
1,476,264
1,870,456

Debtors: amounts falling due after more than one year
 16 
1,006,803
1,634,748

Debtors: amounts falling due within one year
 16 
2,418,923
1,799,610

Cash at bank and in hand
 17 
353,989
707,309

  
5,255,979
6,012,123

Creditors: amounts falling due within one year
 18 
(9,511,357)
(10,165,696)

Net current liabilities
  
 
 
(4,255,378)
 
 
(4,153,573)

Total assets less current liabilities
  
3,329,871
5,498,990

Creditors: amounts falling due after more than one year
 19 
(521,273)
(93,732)

Provisions for liabilities
  

Net assets
  
2,808,598
5,405,258


Capital and reserves
  

Called up share capital 
 23 
5,100
5,100

Other reserves
 24 
(10,943)
(10,943)

Profit and loss account
 24 
163,482
2,005,753

Equity attributable to owners of the parent Company
  
157,639
1,999,910

Non-controlling interests
  
2,650,959
3,405,348

  
2,808,598
5,405,258


Page 11

 
ALINDENE LIMITED
REGISTERED NUMBER: 01793134
    
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2023

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 11 January 2025.




K Tokumine
Director

The notes on pages 18 to 43 form part of these financial statements.

Page 12

 
ALINDENE LIMITED
REGISTERED NUMBER: 01793134

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Investments
 14 
3,855
162,244

  
3,855
162,244

Current assets
  

Debtors: amounts falling due within one year
 16 
916,846
998,175

Cash at bank and in hand
 17 
30,268
30,076

  
947,114
1,028,251

Creditors: amounts falling due within one year
 18 
(131,442)
(328,124)

Net current assets
  
 
 
815,672
 
 
700,127

Total assets less current liabilities
  
819,527
862,371

  

  

Net assets
  
819,527
862,371


Capital and reserves
  

Called up share capital 
 23 
5,100
5,100

Profit and loss account brought forward
  
857,271
913,537

Loss for the year
  
(42,844)
(56,266)

Profit and loss account carried forward
  
814,427
857,271

  
819,527
862,371


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 11 January 2025.


K Tokumine
Director

The notes on pages 18 to 43 form part of these financial statements.

Page 13
 

 
ALINDENE LIMITED


 

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



Called up share capital
Other reserves
Profit and loss account
Equity attributable to owners of parent Company
Non-controlling interests
Total equity


£
£
£
£
£
£



At 1 January 2022 (as previously stated)
5,100
-
5,528,214
5,533,314
2,107,934
7,641,248


Prior year adjustment - correction of error
-
(10,943)
(1,679,339)
(1,690,282)
1,690,282
-



At 1 January 2022 (as restated)
5,100
(10,943)
3,848,875
3,843,032
3,798,216
7,641,248





Loss for the year
-
-
(1,843,122)
(1,843,122)
(392,868)
(2,235,990)





At 1 January 2023 (as previously stated)
5,100
-
4,811,259
4,816,359
588,899
5,405,258


Prior year adjustment - correction of error
-
(10,943)
(2,805,506)
(2,816,449)
2,816,449
-



At 1 January 2023 (as restated)
5,100
(10,943)
2,005,753
1,999,910
3,405,348
5,405,258





Loss for the year
-
-
(1,842,271)
(1,842,271)
(754,389)
(2,596,660)



At 31 December 2023
5,100
(10,943)
163,482
157,639
2,650,959
2,808,598



The notes on pages 18 to 43 form part of these financial statements.

Page 14
 
ALINDENE LIMITED
 

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


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2022
5,100
913,537
918,637



Loss for the year
-
(56,266)
(56,266)



At 1 January 2023
5,100
857,271
862,371



Loss for the year
-
(42,844)
(42,844)


At 31 December 2023
5,100
814,427
819,527


The notes on pages 18 to 43 form part of these financial statements.

Page 15

 
ALINDENE LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

As restated
2023
2022
£
£

Cash flows from operating activities

Loss for the financial year
(2,596,660)
(2,235,990)

Adjustments for:

Amortisation of intangible assets
429,154
395,601

Depreciation of tangible assets
902,749
1,471,294

Other gains and losses
-
11,357

(Profit)/Loss on disposal of tangible assets
(2,578)
6,140

Impairment loss
-
5,039

Interest paid
70,514
103,806

Interest received
(795)
(10,755)

Taxation charge
627,945
(260,968)

Decrease/(increase) in stocks
394,192
(19,062)

Decrease in debtors
8,632
152,457

(Decrease)/increase in creditors
(226,798)
54,152

Share of results of associates and joint ventures
-
471,920

Corporation tax received
-
23,660

Net cash generated from operating activities

(393,645)
168,651


Cash flows from investing activities

Purchase of intangible fixed assets
-
(185,606)

Purchase of tangible fixed assets
(140,192)
(193,954)

Sale of tangible fixed assets
24,845
64,903

Interest received
795
10,755

Net cash from investing activities

(114,552)
(303,902)
Page 16

 
ALINDENE LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

As restated

2023
2022

£
£



Cash flows from financing activities

New secured loans
1,640,809
1,660,344

Repayment of loans
(1,388,181)
(1,392,818)

Repayment of/new finance leases
(27,237)
(40,215)

Interest paid
(70,514)
(103,806)

Net cash used in financing activities
154,877
123,505

Net (decrease) in cash and cash equivalents
(353,320)
(11,746)

Cash and cash equivalents at beginning of year
707,309
719,055

Cash and cash equivalents at the end of year
353,989
707,309


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
353,989
707,309

353,989
707,309


The notes on pages 18 to 43 form part of these financial statements.

Page 17

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

1.


General information

Alindene Limited (“the company”) principle activity remains that of a holding company.
The Company is a private company limited by shares and is incorporated in England and Wales.
The registered office is 3 Denman Street, London, United Kingdom, W1D 7HB.
The Group consists of Alindene Limited and all of its subsidiaries. The principle activity of the subsidiaries remain that of import and sales of Japanese merchandise, Japanese foods and Japanese takeaway, retail outlets, web design as well as operation of licensed restaurants.

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 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 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.

Page 18

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

2.Accounting policies (continued)

 
2.3

Going concern

Alindene Limited disposed off its shares in Japan Centre Group Limited in May 2024. As part of the agreement entered between the parties, the acquiring shareholder has agreed to repay the loan due to Alindene Limited by 31 August 2025. Consequently, Japan Centre Group Limited is no longer part of the group and therefore the going concern assessment is based on the Company.
The directors do not intend to cease operating the business for at least 12 months from the approval of the financial statements. The directors have taken appropriate measures to enable them to have a reasonable expectation that the Company will have sufficient working capital for a period of at least 12 months from the date these financial statements have been approved.
On the basis of the above, the directors have the opinion that there is no material uncertainty relating to going concern and it is therefore appropriate to prepare these financial statements on a going concern basis.
The financial statements do not include the adjustments that would result if the company were unable to continue as a going concern.

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

 
2.5

Revenue

Revenue comprises the fair value of the consideration received or receivable for the sale of goods, food and drinks and provision of services in the ordinary course of the group's activities. Turnover is shown net of sales value added tax, returns and discounts after eliminating sales within the Group.

 
2.6

Operating leases: the Group as lessor

Rental income from operating leases is credited to profit or loss on a straight-line basis over the lease term.

Amounts paid and payable as an incentive to sign an operating lease are recognised as a reduction to income over the lease term on a straight-line basis.

Page 19

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

2.Accounting policies (continued)

 
2.7

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.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term.

 
2.8

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which is 3 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.9

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Consolidated statement of comprehensive income in the same period as the related expenditure.

 
2.10

Interest income

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

 
2.11

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.

 
2.12

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan 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 20

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

2.Accounting policies (continued)

 
2.13

Current and deferred taxation

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

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

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

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

Page 21

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

2.Accounting policies (continued)

 
2.14

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Software
-
3
years
Goodwill
-
10
years

 
2.15

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:

Land and buildings
-
Over the remaining period of the lease
Motor vehicles
-
25% Straight line
Fixtures and fittings
-
20% Straight line
Computer equipment
-
Straight line basis over 5 years

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

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

 
2.16

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 22

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

2.Accounting policies (continued)

 
2.17

Associates and joint ventures

An entity is treated as a joint venture where the Group is a party to a contractual agreement with one or more parties from outside the Group to undertake an economic activity that is subject to joint control.

An entity is treated as an associated undertaking where the Group exercises significant influence in that it has the power to participate in the operating and financial policy decisions.
In the consolidated accounts, interests in associated undertakings are accounted for using the equity method of accounting. Under this method an equity investment is initially recognised at the transaction price (including transaction costs) and is subsequently adjusted to reflect the investors share of the profit or loss, other comprehensive income and equity of the associate. The Consolidated statement of comprehensive income includes the Group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings applying accounting policies consistent with those of the Group. In the Consolidated statement of financial position, the interests in associated undertakings are shown as the Group's share of the identifiable net assets, including any unamortised premium paid on acquisition.
Any premium on acquisition is dealt with in accordance with the goodwill policy.

 
2.18

Stocks

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

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

 
2.19

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.

 
2.20

Financial instruments

The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares. 
(I) Financial assets 
Basic financial assets, including trade and other debtors, cash and bank balances are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. 
 
Page 23

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

2.Accounting policies (continued)


2.20
Financial instruments (continued)


Such assets are subsequently carried at amortised cost using the effective interest method. At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the assets original effective interest rate. The impairment loss is recognised in the Statement of Comprehensive Income. 
Financial assets are derecongised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
(II) Financial liabilities
Basic financial liabilities, including trade and other creditors and accruals, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. 
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from supplier. Trade creditors are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost, using the effective interest method. 
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. 
(III) Offsetting
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liabilitity simultaneously. 

Page 24

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

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the Statement of Financial Position date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from these estimates. 
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.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to carrying amount of assets and liabilities are as follows:
Valuation of stock
The Group establishes a provision for stocks in order to provide against obsolete, or damaged items and this is reviewed on an annual basis.
Deferred tax
Deferred tax assets are recognised only to the extent that the directors are confident and consider it probable that sufficient future taxable profit will be available against which the deductible temporary difference or unused tax losses or credits can be recovered or utilised. 
In making their assessment, the directors have based their assumptions on the forecasts to 31 December 2032 which indicate that the Group will generate sufficient future taxable profits from 2025 onwards. This involves an assessment of when those unused losses are likely to reverse, and a judgement as to whether or not there will be sufficient taxable profits available to offset the losses when they do reverse. This requires assumptions regarding future profitability and is therefore inherently uncertain. To the extent assumptions regarding future profitability change, there can be an increase or decrease in the amounts recognised in respect of deferred tax assets as well as in the amounts recognised in the Consolidated Statement of Comprehensive Income in the period in which the change occurs. Further details on taxes are disclosed in note 10.
Useful economic lives of property, plant and equipment
The annual depreciation charge for tangible 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.
Group reorganisation
In May 2024, the company's shareholding in it's subsidiary Japan Centre Group Limited was disposed off. As part of the agreement entered between the parties, the acquiring shareholders, Kozosushi Co Limited has agreed to repay the loan due to Alindene Limited by 31 August 2025. Consequently, Japan Centre Group Limited is no longer part of the group. There are no adjustments as a result of the above events.

Page 25

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

4.


Turnover

An analysis of turnover by class of business is as follows:


As restated
2023
2022
£
£

Sale of goods, food and drinks, and provision of services
23,975,013
24,316,352


All turnover arose within the United Kingdom.


5.


Other operating income

As restated
2023
2022
£
£

Other operating income
128,771
659,600

Rental income
469,164
437,876

Management fee income
540,241
90,409

1,138,176
1,187,885



6.


Operating loss

The operating loss is stated after charging:

2023
2022
£
£

Amortisation
429,154
395,601

Exchange differences
(38,067)
16,722

Other operating lease rentals
2,278,319
2,169,053

Depreciation
902,749
1,471,294

Loss on disposal of tangible fixed assets
2,578
6,140

Government grants
-
(13,581)

Page 26

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

7.


Auditors' remuneration

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


2023
2022
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
3,000
18,194

Audit of the financial statements of the company's subsidiaries
108,000
114,028

Non-audit services
15,500
15,000


8.


Employees

Staff costs were as follows:


Group
Group
2023
As restated 2022
£
£


Wages and salaries
6,121,204
6,456,789

Social security costs
564,566
632,555

Cost of defined contribution scheme
126,626
131,258

6,812,396
7,220,602


The Company had no staff costs for the year ended 31 December 2023 or 31 December 2022.

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



Group
Group
Company
Company
        2023
        2022
        2023
        2022
            No.
            No.
            No.
            No.









Administrative staff
29
26
1
1



Operational staff
230
238
-
-

259
264
1
1

Page 27

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

9.


Interest receivable

As restated
2023
2022
£
£


Other interest receivable
795
10,755


10.


Interest payable and similar expenses

As restated
2023
2022
£
£


Bank interest payable
7,234
8,351

Other loan interest payable
43,195
47,566

Finance leases and hire purchase contracts
20,085
47,889

70,514
103,806


11.


Taxation


2023
2022
£
£



Total current tax
-
-

Deferred tax


Origination and reversal of timing differences
627,945
(260,968)

Total deferred tax
627,945
(260,968)


Tax on loss
627,945
(260,968)
Page 28

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


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2022 - higher than) the standard rate of corporation tax in the UK of 23.5% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Loss on ordinary activities before tax
(1,968,715)
(2,496,958)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.5% (2022 - 19%)
(462,648)
(474,422)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
143,019
157,611

Capital allowances for year in excess of depreciation
66,729
157,850

Utilisation of tax losses
-
158,961

Other differences leading to an increase (decrease) in the tax charge
880,845
(260,968)

Total tax charge for the year
627,945
(260,968)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 29

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

12.


Intangible assets

Group





Software
Development costs
Goodwill
Total

£
£
£
£



Cost


At 1 January 2023
360,397
36,065
4,154,336
4,550,798


Disposals
(26,625)
-
-
(26,625)



At 31 December 2023

333,772
36,065
4,154,336
4,524,173



Amortisation


At 1 January 2023
69,597
36,065
2,607,699
2,713,361


Charge for the year on owned assets
119,826
-
309,328
429,154


On disposals
(26,625)
-
-
(26,625)



At 31 December 2023

162,798
36,065
2,917,027
3,115,890



Net book value



At 31 December 2023
170,974
-
1,237,309
1,408,283



At 31 December 2022
290,800
-
1,546,637
1,837,437



The Company had no intangible fixed assets at 31 December 2023 or 31 December 2022.

Page 30

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

13.


Tangible fixed assets

Group






Land and buildings
Motor vehicles
Fixtures and fittings
Computer equipment
Total

£
£
£
£
£



Cost or valuation


At 1 January 2023 (as previously stated)
8,509,705
162,179
3,913,877
6,539
12,592,300


Prior Year Adjustment
156,312
252,046
1,004,052
155,513
1,567,923


At 1 January 2023 (as restated)
8,666,017
414,225
4,917,929
162,052
14,160,223


Additions
26,435
66,305
42,529
4,923
140,192


Disposals
-
(23,359)
(1,486)
-
(24,845)



At 31 December 2023

8,692,452
457,171
4,958,972
166,975
14,275,570



Depreciation


At 1 January 2023 (as previously stated)
2,606,041
79,955
2,997,896
1,526
5,685,418


Prior Year Adjustment
156,313
252,046
1,036,691
122,873
1,567,923


At 1 January 2023 (as restated)
2,762,354
332,001
4,034,587
124,399
7,253,341


Charge for the year on owned assets
367,764
40,238
482,883
11,864
902,749


Disposals
-
(20,543)
(1,199)
-
(21,742)



At 31 December 2023

3,130,118
351,696
4,516,271
136,263
8,134,348



Net book value



At 31 December 2023
5,562,334
105,475
442,701
30,712
6,141,222



At 31 December 2022 (as restated)
5,903,663
82,224
883,342
37,653
6,906,882

The Company had no tangible fixed assets at 31 December 2023 or 31 December 2022.

Page 31

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

           13.Tangible fixed assets (continued)

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


2023
2022
£
£



Land and buildings
-
90,500

Motor vehicles
48,709
74,888

Fixtures and fittings
-
70,490

48,709
235,878


14.


Fixed asset investments

Group





Investments in associates
Unlisted investments
Total

£
£
£



Cost or valuation


At 1 January 2023
877,540
35,744
913,284


Disposals
(877,540)
-
(877,540)



At 31 December 2023

-
35,744
35,744





At 1 January 2023
5,040
-
5,040


Impairment on disposals
(5,040)
-
(5,040)



At 31 December 2023

-
-
-



Net book value



At 31 December 2023
-
35,744
35,744



At 31 December 2022
872,500
35,744
908,244

Page 32

 
ALINDENE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Company





Investments in subsidiary companies
Investments in associates
Total

£
£
£



Cost or valuation


At 1 January 2023
8,855
158,429
167,284


Disposals
-
(158,429)
(158,429)



At 31 December 2023

8,855
-
8,855



Impairment


At 1 January 2023
5,000
40
5,040


Impairment on disposals
-
(40)
(40)



At 31 December 2023

5,000
-
5,000



Net book value



At 31 December 2023
3,855
-
3,855



At 31 December 2022
3,855
158,389
162,244


15.


Stocks

Group
Group
2023
2022
£
£

Finished goods and goods for resale
1,476,264
1,870,456


The difference between purchase price or production cost of stocks and their replacement cost is not material.

Page 33

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

16.


Debtors

Group

Group
As restated
Company

Company
As restated
2023
2022
2023
2022
£
£
£
£

Due after more than one year

Other debtors
209,947
209,947
-
-

Deferred tax asset
796,856
1,424,801
-
-

1,006,803
1,634,748
-
-


Other debtors amounts falling due after more than one year relates to rental deposits.

Group

Group
As restated
Company

Company
As restated
2023
2022
2023
2022
£
£
£
£

Due within one year

Trade debtors
1,147,952
1,109,910
-
-

Amounts owed by group undertakings
159,725
-
916,746
998,075

Other debtors
394,543
259,569
100
100

Prepayments and accrued income
716,703
430,131
-
-

2,418,923
1,799,610
916,846
998,175


Amounts owed by group undertakings relate to balances due from its parent. The amounts are unsecured, interest free and are repayable on demand.


17.


Cash and cash equivalents

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Cash at bank and in hand
353,989
707,309
30,268
30,076


Page 34

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

18.


Creditors: Amounts falling due within one year

Group

Group
As restated
Company

Company
As restated
2023
2022
2023
2022
£
£
£
£

Bank loans
349,843
339,974
-
-

Other loans
40,000
20,000
40,000
20,000

Trade creditors
3,256,659
3,630,606
12,612
-

Other taxation and social security
689,091
1,280,993
-
-

Obligations under finance lease and hire purchase contracts
77,168
81,946
-
-

Other creditors
1,799,065
1,766,375
51,270
298,724

Accruals and deferred income
3,299,531
3,045,802
27,560
9,400

9,511,357
10,165,696
131,442
328,124


Group
Barclays Bank term loans are short-term loans denominated in Sterling with a nominal interest of 3.5% above the base rate.


19.


Creditors: Amounts falling due after more than one year

Group
Group
2023
2022
£
£

Other loans
450,000
-

Net obligations under finance leases and hire purchase contracts
71,273
93,732

521,273
93,732


As at 31 December 2023, other loans amounting to £450,000 (2022 - £Nil) are payable to a related party. The amounts are unsecured and interest free. Repayment of the loan has been extended until 1 December 2025 (from 1 December 2024) as part of the support provided by that company.

Page 35

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

20.


Loans


Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Amounts falling due within one year

Bank loans
349,843
339,974
-
-

Other loans
40,000
20,000
40,000
20,000


389,843
359,974
40,000
20,000

Amounts falling due 1-2 years

Other loans
450,000
-
-
-



839,843
359,974
40,000
20,000



21.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2023
2022
£
£

Within one year
65,572
81,945

Between 1-5 years
71,273
93,732

136,845
175,677

Finance lease payments represent rentals payable by the company or group for certain items of tangible fixed assets. 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 - 5 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
The Company did not enter into any hire purchase or finance lease agreements as at 31 December 2023 or 31 December 2022.

Page 36

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

22.


Deferred taxation


Group



2023


£






At beginning of year
1,424,801


Charged to profit or loss
(627,945)



At end of year
796,856

Company


2023






At end of year
-

The deferred tax asset is made up as follows:

Group
Group
2023
2022
£
£

Tax losses carried forward
796,856
1,424,801

796,856
1,424,801


23.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



5,100 (2022 - 5,100) Ordinary shares of £1.00 each
5,100
5,100


Page 37

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

24.


Reserves

Other reserves

Other reserves represents foreign exchange differences on acquisition of subsidiaries. This reserve is not distributable.

Profit and loss account

The profit and loss account represents the accumulated profits and losses.


25.


Prior year adjustment

The comparative information in the financial statements has been restated from the figures previously reported in the prior year financial statements as follows:
A prior year restatement was necessary to reclassify other income of £736,428 which were previously included in turnover. This adjustment resulted in an increase in other operating income previously reported of £736,428 and a decrease in turnover of the same amount.
A second prior year restatement was necessary to reclassify salary costs of £1,228,993 which were previously included in administrative expenses. This adjustment resulted in an increase in cost of sales previously reported of £1,228,993 and a decrease in administrative expenses of the same amount.
A third prior year restatement was necessary to reclassify interest receivable of £8,351 which was previously included within interest payable. This adjustment resulted in an increase in interest receivable of £8,351 and a increase in interest payable of the same amount.
A fourth prior year restatement was necessary to reclassify debtors of £211,768 which were previously included in creditors. This adjustment resulted in an increase in debtors of £211,768 and a increase in creditors of the same amount.
The above restatements above had no impact on net assets or profit for the previous year.
A prior year adjustment was necessary to transfer non-controlling interests of £2,816,449 which were previously included in profit and loss reserves. This adjustment resulted in a decrease in profit and loss reserves previously reported of £2,816,449 and an increase in non-controlling interests of the same amount.
A second prior year adjustment was necessary to transfer other reserves of £10,943 which were previously included in profit and loss reserves. This adjustment resulted in a increase in other reserves previously reported of £10,943 and a decrease in profit and loss reserves of the same amount.

Page 38

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

26.


Contingent liabilities

The following guarantees had been provided to a member of the Group by one of it's directors:
 
Limited guarantee of £161,687 given on 21 November 2008
Limited guarantee of £150,000 given on 3 March 2011
Limited guarantee of £120,000 given on 13 August 2015
Limited guarantee of £200,000 given on 7 October 2016
 
The Group member was also party to the following cross guarantees with some of its subsidiaries:

Cross guarantee and debenture dated 6 January 2020
Cross guarantee and debenture dated 9 December 2020


27.


Pension commitments

The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The total pension cost for the Group was £126,626 (2022 - £131,258). Contributions totaling £37,151 (2022 - £31,306) were payable to the fund at the year end date.

Page 39

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

28.


Commitments under operating leases

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


Group

Group
As restated
2023
2022
£
£

Not later than 1 year
2,178,001
1,696,360

Later than 1 year and not later than 5 years
10,111,004
8,472,939

Later than 5 years
18,737,582
15,271,038

31,026,587
25,440,337
Lessor
At 31 December 2023 the Group had future minimum lease payments with tenants due under non-cancellable operating leases for each of the following periods:

Group
Group
2023
2022
£
£

Not later than 1 year
451,477
306,795

Later than 1 year and not later than 5 years
2,153,514
1,227,180

Later than 5 years
199,775
556,190

2,804,766
2,090,165

The Company had no commitments under non-cancellable operating leases at the reporting date.


29.


Related party transactions

Where possible, the Group has taken advantage of the exemption conferred by FRS 102 section 33.1A from the requirement to disclose transactions with other wholly owned group undertakings.
During the year the Group entered into the following transactions with companies with common directors:


2023
2022
£
£

Purchases
994,597
766,193
Sales
5,651,963
5,853,554
Amounts due at the reporting end date
1,326,857
1,561,465
Amounts due from at the reporting end date
569,077
284,209

Page 40

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

30.


Post balance sheet events

In January 2023, one of the sub subsidiary company discontinued its e-commerce marketplace sales operation.
In May 2023 as a result of group reorganisation, there was a change of ownership in the ultimate parent company. Tokumine Holdings Limited acquired 100% of Alindene Limited. There was no change to the ultimate controlling party as a result of the group reorganisation. The investment in associate in Shoryu Holdings Limited was transferred at cost to Tokumine Restaurant Holdings Limited.
In May 2024, the company's shareholding in it's subsidiary Japan Centre Group Limited was disposed off. As part of the agreement entered between the parties, the acquiring shareholders, Kozosushi Co Limited has agreed to repay the loan due to Alindene Limited by 31 August 2025. Consequently, Japan Centre Group Limited is no longer part of the group. There are no adjustments as a result of the above events.
In January 2024, the business and assets of Panton Yokocho restaurant have been transferred to Panton Yokocho Limited, a company incorporated in England and Wales on 28 December 2022. Panton Yokocho Limited is a 100% owned subsidiary of Japan Centre Group Limited. However, as a result of a reorganisation, this was reversed and the business and assets of Panton Yokocho Limited were transferred back to Japan Centre Group Limited. Panton Yokocho Limited is in the process of voluntarily liquidation.
The directors have determined that these events are non-adjusting subsequent events. Accordingly, the financial position and results of operations as of and for the year ended 31 December 2023 have not been adjusted to reflect their impact.


31.


Controlling party

In May 23 as a result of group reorganisation, there was a change of ownership. Tokumine Holdings Limited acquired a 100% of Alindene Limited.
Therefore the company's ultimate parent is Tokumine Holdings Limited, incorporated in England and Wales. The registered address is: Unit B, Premier Park, Premier Park Road, London, United Kingdom, NW10 7NZ.
The ultimate controlling party is K Tokumine.


32.



Subsidiary undertaking



Direct subsidiary undertaking


The following was a direct subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Japan Centre Group Limited
Unit B, Premier Park,Premier Park Road,London, UnitedKingdom, NW10 7NZ
Ordinary
50.50%

Page 41

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

32.Subsidiary undertaking (continued)

Direct subsidiary undertaking (continued)

The aggregate of the share capital and reserves as at 31 December 2023 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)

Japan Centre Group Limited
840,882
(1,524,017)


Indirect subsidiary undertakings


The following were indirect subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Japan Centre Group Holdings Limited
Unit B, Premier Park,Premier Park Road,London, UnitedKingdom, NW10 7NZ
Ordinary
25.75%
Ichiba UK Limited
Unit B, Premier Park,Premier Park Road,London, UnitedKingdom, NW10 7NZ
Ordinary
13.13%
Heddon Yokocho Ltd
Unit B, Premier Park,Premier Park Road,London, UnitedKingdom, NW10 7NZ
Ordinary
40.40%
Centre Creative Ltd
Unit B, Premier Park,Premier Park Road,London, UnitedKingdom, NW10 7NZ
Ordinary
46.96%
Panton Yokocho Ltd
Unit B, Premier Park,Premier Park Road,London, UnitedKingdom, NW10 7NZ
Ordinary
50.50%

Page 42

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

32.Subsidiary undertaking (continued)

Indirect subsidiary undertakings (continued)

The aggregate of the share capital and reserves as at 31 December 2023 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£
£

Japan Centre Group Holdings Limited
658,592
(1,088,007)

Ichiba UK Limited
100
(1,577,644)

Heddon Yokocho Ltd
(1,743,090)
(196,422)

Centre Creative Ltd
49,118
3,767

Panton Yokocho Ltd
92,756
-

Page 43