IRIS Accounts Production v24.3.2.46 04387003 Board of Directors 30.4.24 1.5.23 30.4.24 30.4.24 Medium entities These accounts have been prepared in accordance with the provisions applicable to companies subject to the medium-sized companies regime. 69 69 true true true false true true false false false false false false false true false iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWh043870032023-04-30043870032024-04-30043870032023-05-012024-04-30043870032022-04-30043870032022-05-012023-04-30043870032023-04-3004387003ns14:PoundSterling2023-05-012024-04-3004387003ns10:Director12023-05-012024-04-3004387003ns10:Consolidated2024-04-3004387003ns10:ConsolidatedGroupCompanyAccounts2023-05-012024-04-3004387003ns10:PrivateLimitedCompanyLtd2023-05-012024-04-3004387003ns10:Consolidatedns10:MediumEntities2023-05-012024-04-3004387003ns10:Consolidatedns10:Audited2023-05-012024-04-3004387003ns10:Medium-sizedCompaniesRegimeForAccounts2023-05-012024-04-3004387003ns10:Consolidated2023-05-012024-04-3004387003ns10:Consolidatedns10:Medium-sizedCompaniesRegimeForDirectorsReport2023-05-012024-04-3004387003ns10:Consolidatedns10:Medium-sizedCompaniesRegimeForAccounts2023-05-012024-04-3004387003ns10:FullAccounts2023-05-012024-04-3004387003ns5:Subsidiary12023-05-012024-04-3004387003ns5:Subsidiary22023-05-012024-04-3004387003ns5:Subsidiary32023-05-012024-04-3004387003ns5:Associate12023-05-012024-04-300438700312023-05-012024-04-3004387003ns10:Director22023-05-012024-04-3004387003ns10:Director32023-05-012024-04-3004387003ns10:Director42023-05-012024-04-3004387003ns10:CompanySecretary12023-05-012024-04-3004387003ns10:RegisteredOffice2023-05-012024-04-3004387003ns10:Consolidated2022-05-012023-04-3004387003ns5:CurrentFinancialInstruments2024-04-3004387003ns5:CurrentFinancialInstruments2023-04-3004387003ns5:ShareCapital2024-04-3004387003ns5:ShareCapital2023-04-3004387003ns5:FurtherSpecificReserve2ComponentTotalEquity2024-04-3004387003ns5:FurtherSpecificReserve2ComponentTotalEquity2023-04-3004387003ns5:RetainedEarningsAccumulatedLosses2024-04-3004387003ns5:RetainedEarningsAccumulatedLosses2023-04-3004387003ns5:ShareCapital2022-04-3004387003ns5:RetainedEarningsAccumulatedLosses2022-04-3004387003ns5:FurtherSpecificReserve2ComponentTotalEquity2022-04-3004387003ns5:RetainedEarningsAccumulatedLosses2022-05-012023-04-3004387003ns5:FurtherSpecificReserve2ComponentTotalEquity2022-05-012023-04-3004387003ns5:ShareCapital2023-05-012024-04-3004387003ns5:RetainedEarningsAccumulatedLosses2023-05-012024-04-3004387003ns5:FurtherSpecificReserve2ComponentTotalEquity2023-05-012024-04-3004387003ns5:NetGoodwill2023-05-012024-04-3004387003ns5:UnlistedNon-exchangeTradedns5:CostValuation2023-04-3004387003ns5:AdditionsToInvestmentsns5:UnlistedNon-exchangeTraded2024-04-3004387003ns5:UnlistedNon-exchangeTradedns5:CostValuation2024-04-3004387003ns5:UnlistedNon-exchangeTraded2024-04-3004387003ns5:UnlistedNon-exchangeTraded2023-04-30043870031ns5:Subsidiary12023-05-012024-04-3004387003ns5:Subsidiary12024-04-3004387003ns5:Subsidiary12023-04-3004387003ns5:Subsidiary12022-05-012023-04-3004387003ns5:Subsidiary232023-05-012024-04-3004387003ns5:Subsidiary22024-04-3004387003ns5:Subsidiary22023-04-3004387003ns5:Subsidiary22022-05-012023-04-30043870035ns5:Subsidiary32023-05-012024-04-3004387003ns5:Subsidiary32024-04-3004387003ns5:Subsidiary32023-04-3004387003ns5:Subsidiary32022-05-012023-04-3004387003ns5:Associate112023-05-012024-04-3004387003ns5:WithinOneYearns5:CurrentFinancialInstruments2024-04-3004387003ns5:WithinOneYearns5:CurrentFinancialInstruments2023-04-3004387003ns5:DeferredTaxation2023-04-3004387003ns5:DeferredTaxation2024-04-3004387003ns5:RetainedEarningsAccumulatedLosses2023-04-3004387003ns5:FurtherSpecificReserve2ComponentTotalEquity2023-04-30
REGISTERED NUMBER: 04387003












GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

AUDITED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 APRIL 2024

FOR

SHAPEJOINT LIMITED

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
for the year ended 30 April 2024










Page

Company Information 1

Group Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 5

Consolidated Profit and loss account 8

Consolidated Balance Sheet 9

Company Balance Sheet 10

Consolidated Statement of Changes in Equity 11

Company Statement of Changes in Equity 12

Consolidated Cash Flow Statement 13

Notes to the Consolidated Cash Flow Statement 14

Notes to the Consolidated Financial Statements 15


SHAPEJOINT LIMITED

COMPANY INFORMATION
for the year ended 30 April 2024







DIRECTORS: S G Mitchell
D A Mitchell
D L Mitchell
A R Mitchell





SECRETARY: A R Mitchell





REGISTERED OFFICE: Boots Farm
Straight Mile
Bourton on Dunsmore
Rugby
Warwickshire
CV23 9QQ





REGISTERED NUMBER: 04387003





AUDITORS: Magma Audit LLP
Chartered Accountants
Statutory Auditor
Magma House, 16 Davy Court
Castle Mound Way
Rugby
CV23 0UZ

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

GROUP STRATEGIC REPORT
for the year ended 30 April 2024


Review of Business
We are pleased with our results through to April 2024. Both the trading and investment side of the business have performed well. Continued investment in open storage land has seen a significant increase in rental income during the year.

Despite difficult trading conditions, the group has managed to achieve strong results. Turnover has increased from £16,252,042 to £22,278,511, while gross profit margins has remained static at 17%. Profit before tax has increased by 37% to £2,177,800 with the gain on revaluation of investment property increasing to £1,259,102 (2023: £1,266,711).

Acquisitions of S.A.D Brothers Limited and Bourton Rock Estates Limited were carried out during the year, as part of a wider portfolio restructuring.

Position at the year end
At the year end the group has net current liabilities of £631,019 (2023: £1,430,836) and net assets of £5,772,904 (2023: £3,510,540).

Principal risks and uncertainties
High Energy and food prices continue to put pressure on the fast-food sector. Further minimum wage increases and the change to employers National insurance contributions will not help matters. We are managing to maintain good margins in the face of this.

The usual risks apply, weather variability and geopolitical factors can impact potato yields and transportation costs.

Future Plans
The group has a strong foundation in the wholesale potato market, with significant opportunities to grow and adapt in a changing environment. By focusing on operational efficiency, market expansion, and quality control, the group can enhance its competitive position and ensure long-term success.

The group's diversification has proven to be a successful strategy and we continue to explore this further.

Key performance indicators
The key performance indicators identified by the directors include the following:
- Gross profit margin
- Cost per unit
- Percentage of perished stock vs total stock

ON BEHALF OF THE BOARD:





S G Mitchell - Director


16 January 2025

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

REPORT OF THE DIRECTORS
for the year ended 30 April 2024


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

PRINCIPAL ACTIVITIES
The principal activities of the group in the year under review were those of the production and distribution of food and potato seeds, open land storage and property investment.

DIVIDENDS
The total distribution of dividends for the year ended 30 April 2024 was £255,352 (2023: £467,065).

FUTURE DEVELOPMENTS
Information relating to future developments is given in the Group Strategic Report.

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

S G Mitchell
D A Mitchell
D L Mitchell
A R Mitchell

FINANCIAL INSTRUMENTS
Financial risk management objectives and policies
The Group's principal financial instrument is cash, the main purpose of which is to provide finance for its normal trading operations and for future investment. The Group has various other financial instruments such as trade debtors and creditors that arise directly from its trading operations. The main risks arising from the Group's financial instruments are liquidity and credit risks. The Group has clear policies for managing each of these risks as summarised below.

Liquidity risk
The Group aims to mitigate liquidity risk by managing cash generation by its operations and closely monitoring debtor collection.

Credit risk
The risk of financial loss due to counterparty's failure to honour its obligations arises principally in relation to transactions where the Group provides goods or services on deferred credit terms. Group policies are aimed at minimising such losses, and require that deferred terms are granted only to customers who demonstrate an appropriate payment history and satisfy creditworthiness procedures.

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

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

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

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







SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

REPORT OF THE DIRECTORS
for the year ended 30 April 2024


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

AUDITORS
The auditors, Magma Audit LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





S G Mitchell - Director


16 January 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
SHAPEJOINT LIMITED


Opinion
We have audited the financial statements of Shapejoint Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 April 2024 which comprise the Consolidated Profit and loss account, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the group's and of the parent company affairs as at 30 April 2024 and of the group's profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

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

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

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

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

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

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
SHAPEJOINT LIMITED


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

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

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

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

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

Based on our understanding of the Group and the industry, we identified the principle risks of non-compliance with laws and regulations, and considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principle risks were related to posting inappropriate journal entries, and management bias in accounting estimates.

Audit procedures performed by the engagement team included:
- Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulation, and fraud;
- Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations, or with unusual descriptions; and
- Challenging assumptions made by management in their significant accounting estimates such as those used to assess property valuations, the useful lives of tangible assets, the recoverability of debtor balances, deferred tax and going concern.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment.

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

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
SHAPEJOINT LIMITED


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




Ryan Parkin (Senior Statutory Auditor)
for and on behalf of Magma Audit LLP
Chartered Accountants
Statutory Auditor
Magma House, 16 Davy Court
Castle Mound Way
Rugby
CV23 0UZ

16 January 2025

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

CONSOLIDATED
PROFIT AND LOSS ACCOUNT
for the year ended 30 April 2024

2024 2023
Notes £    £   

TURNOVER 3 22,278,511 16,252,042

Cost of sales (18,365,927 ) (13,404,608 )
GROSS PROFIT 3,912,584 2,847,434

Administrative expenses (2,913,835 ) (2,467,097 )
OPERATING PROFIT 5 998,749 380,337

Interest receivable and similar income 10,483 2,389
1,009,232 382,726
Gain on revaluation of
investment property 1,259,102 1,266,711
2,268,334 1,649,437

Interest payable and similar expenses 7 (90,534 ) (62,380 )
PROFIT BEFORE TAXATION 2,177,800 1,587,057

Tax on profit 8 (576,073 ) (419,499 )
PROFIT FOR THE FINANCIAL YEAR 1,601,727 1,167,558

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

1,601,727

1,167,558

Profit attributable to:
Owners of the parent 1,601,727 1,167,558

Total comprehensive income attributable to:
Owners of the parent 1,601,727 1,167,558

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

CONSOLIDATED BALANCE SHEET
30 April 2024

2024 2023
Notes £    £   
FIXED ASSETS
Intangible assets 11 82,000 84,000
Tangible assets 12 1,718,900 1,777,275
Investments 13
Interest in associate 3 3
Investment property 14 7,029,421 5,640,319
8,830,324 7,501,597

CURRENT ASSETS
Stocks 15 296,650 165,762
Debtors 16 1,529,261 1,342,703
Cash at bank and in hand 796,068 577,234
2,621,979 2,085,699
CREDITORS
Amounts falling due within one year 17 (3,252,998 ) (3,516,535 )
NET CURRENT LIABILITIES (631,019 ) (1,430,836 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

8,199,305

6,070,761

CREDITORS
Amounts falling due after more than one
year

18

(910,221

)

(1,353,987

)

PROVISIONS FOR LIABILITIES 22 (1,516,180 ) (1,206,234 )
NET ASSETS 5,772,904 3,510,540

CAPITAL AND RESERVES
Called up share capital 23 126 103
Revaluation reserve 24 5,147,285 4,202,959
Other reserves 24 916,682 716
Retained earnings 24 (291,189 ) (693,238 )
SHAREHOLDERS' FUNDS 5,772,904 3,510,540

The financial statements were approved by the Board of Directors and authorised for issue on 16 January 2025 and were signed on its behalf by:





S G Mitchell - Director


SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

COMPANY BALANCE SHEET
30 April 2024

2024 2023
Notes £    £   
FIXED ASSETS
Intangible assets 11 - -
Tangible assets 12 - -
Investments 13 754,721 749,816
Investment property 14 - -
754,721 749,816

CURRENT ASSETS
Debtors 16 - 24,341
Cash in hand 3 3
3 24,344
CREDITORS
Amounts falling due within one year 17 (723,330 ) (766,784 )
NET CURRENT LIABILITIES (723,327 ) (742,440 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

31,394

7,376

CAPITAL AND RESERVES
Called up share capital 23 126 103
Other reserves 24 716 716
Retained earnings 24 30,552 6,557
SHAREHOLDERS' FUNDS 31,394 7,376

Company's profit for the financial year 279,347 458,928

The financial statements were approved by the Board of Directors and authorised for issue on 16 January 2025 and were signed on its behalf by:





S G Mitchell - Director


SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 30 April 2024

Called up
share Retained Revaluation Other Total
capital earnings reserve reserves equity
£    £    £    £    £   
Balance at 1 May 2022 103 (443,698 ) 3,252,926 716 2,810,047

Changes in equity
Dividends - (467,065 ) - - (467,065 )
Total comprehensive income - 1,167,558 - - 1,167,558
Transfer - (950,033 ) 950,033 - -
Balance at 30 April 2023 103 (693,238 ) 4,202,959 716 3,510,540

Changes in equity
Issue of share capital 23 - - - 23
Dividends - (255,352 ) - - (255,352 )
Total comprehensive income - 1,601,727 - - 1,601,727
Transfer - (944,326 ) 944,326 - -
Acquisition of subsidiary - - - 915,966 915,966
Balance at 30 April 2024 126 (291,189 ) 5,147,285 916,682 5,772,904

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

COMPANY STATEMENT OF CHANGES IN EQUITY
for the year ended 30 April 2024

Called up
share Retained Other Total
capital earnings reserves equity
£    £    £    £   
Balance at 1 May 2022 103 14,694 716 15,513

Changes in equity
Dividends - (467,065 ) - (467,065 )
Total comprehensive income - 458,928 - 458,928
Balance at 30 April 2023 103 6,557 716 7,376

Changes in equity
Issue of share capital 23 - - 23
Dividends - (255,352 ) - (255,352 )
Total comprehensive income - 279,347 - 279,347
Balance at 30 April 2024 126 30,552 716 31,394

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

CONSOLIDATED CASH FLOW STATEMENT
for the year ended 30 April 2024

2024 2023
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 1,263,835 1,623,833
Interest paid (90,534 ) (62,380 )
Net cash from operating activities 1,173,301 1,561,453

Cash flows from investing activities
Purchase of intangible fixed assets (30,000 ) (80,000 )
Purchase of tangible fixed assets (123,159 ) (648,198 )
Purchase of investment property - (688,468 )
Cash acquired on business combination 3,146 -
Interest received 10,483 2,389
Net cash from investing activities (139,530 ) (1,414,277 )

Cash flows from financing activities
New loans in year - 750,000
Loan repayments in year (457,793 ) (618,657 )
New hire purchase agreements - 251,977
Capital repayments in year (76,506 ) (45,319 )
Amount introduced by directors 69,810 169,074
Amount withdrawn by directors (95,096 ) (132,712 )
Equity dividends paid (255,352 ) (467,065 )
Net cash from financing activities (814,937 ) (92,702 )

Increase in cash and cash equivalents 218,834 54,474
Cash and cash equivalents at beginning
of year

2

577,234

522,760

Cash and cash equivalents at end of year 2 796,068 577,234

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
for the year ended 30 April 2024


1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2024 2023
£    £   
Profit before taxation 2,177,800 1,587,057
Depreciation charges 181,534 139,449
Loss on disposal of fixed assets - 29,999
Gain on revaluation of fixed assets (1,259,102 ) (1,266,711 )
Amortisation charges 32,000 26,000
Finance costs 90,534 62,380
Finance income (10,483 ) (2,389 )
1,212,283 575,785
(Increase)/decrease in stocks (130,888 ) 39,620
Decrease in trade and other debtors 695,924 122,493
(Decrease)/increase in trade and other creditors (513,484 ) 885,935
Cash generated from operations 1,263,835 1,623,833

2. CASH AND CASH EQUIVALENTS

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

Year ended 30 April 2024
30/4/24 1/5/23
£    £   
Cash and cash equivalents 796,068 577,234
Year ended 30 April 2023
30/4/23 1/5/22
£    £   
Cash and cash equivalents 577,234 522,760


3. ANALYSIS OF CHANGES IN NET DEBT

At 1/5/23 Cash flow At 30/4/24
£    £    £   
Net cash
Cash at bank and in hand 577,234 218,834 796,068
577,234 218,834 796,068
Debt
Finance leases (326,719 ) 76,506 (250,213 )
Debts falling due within 1 year (269,798 ) - (269,798 )
Debts falling due after 1 year (1,101,675 ) 367,259 (734,416 )
(1,698,192 ) 443,765 (1,254,427 )
Total (1,120,958 ) 662,599 (458,359 )

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the year ended 30 April 2024


1. STATUTORY INFORMATION

The company is a private company limited by shares and is incorporated in England. The address of its registered office is Boots Farm, Straight Mile, Frankton, Rugby, Warwickshire, CV23 9QQ.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with applicable United Kingdom accounting standards, including Financial Reporting Standard 102 - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' ('FRS 102'), and with the Companies Act 2006. The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain fixed assets measured at fair value.

The financial statements are presented in Sterling (£) and are rounded to the nearest £1.

Going Concern
At the year end the company has net current liabilities of £723,327 (2023: £742,440). At the year end the group made profit of £1,601,727 (2023: £1,167,558) and had net current liabilities of £631,019 (2023: £1,430,836). The Directors have considered this and have prepared the financial statements on a going concern basis.

The directors have prepared the financial statements on a going concern basis as they have the intention of supporting the group as required, to ensure that the Group remains a going concern for at least twelve months from the signing of the financial statements.

Investments in associates and subsidiaries
Investment in the associate and subsidiary company's are held at cost less accumulated impairment losses.

Turnover
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
- the Group has transferred the significant risks and rewards of ownership to the buyer;
- the Group retains neither continuing managerial involvement to the degree usually associated with
ownership nor effective control over the goods sold;
- the amount of revenue can be measured reliably;
- it is probable that the Group will receive the consideration due under the transaction; and
- the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rental income
Rental income represents rents receivable from investment properties recognised as it falls due, in accordance with the lease to which it relates. Where lease incentives are given they are recognised over the lease term on a straight line basis.

Goodwill
Goodwill arises on business acquisitions and represents the excess of the cost of the acquisition over the Group's interest in the net amount of the identifiable assets, liabilities and contingent liabilities of the acquired business.

Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. It is amortised on a straight line basis over its useful life of five years. Where a reliable estimate of the useful life of goodwill or intangible assets cannot be made, the life is presumed not to exceed five years.

Tangible fixed assets
Tangible fixed assets are stated at cost less depreciation. Cost represents purchase price together with any incidental costs of acquisition.

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


2. ACCOUNTING POLICIES - continued

Depreciation is provided at the following annual rates in order to write off each asset, net of anticipated disposal proceeds, over its estimated useful economic life. Depreciation is charged at the following rates:

Plant and machinery-10% straight line
Fixtures and fittings-10% straight line
Motor vehicles-20% - 33.33% straight line

Tangible fixed assets which represent freehold land and property are initially recognised at cost and are subsequently carried at revalued amount, being the fair value at the date of revaluation less any subsequent impairment losses. Revaluations are charged to other comprehensive income and are made with sufficient regularity to ensure that the carrying amount does not differ materially from that which would be determined using fair value at the end of each reporting period.

No provision for depreciation is made on freehold land and buildings. The policy of not providing for depreciation on freehold buildings is a departure from the requirement of the Companies Act 2006 concerning the depreciation of fixed assets. It is in the opinion of the directors that the life of the assets are so long and their residual value so high, that depreciation is insignificant. In accordance with FRS 102 annual impairment reviews are undertaken to confirm this treatment.

Investment property
Investment property comprises freehold and long leasehold buildings. They are measured initially at cost, including related transaction costs. These are held as investments to earn rental income and for capital appreciation and are stated at fair value at the Balance Sheet date.

The fair value of investment property reflects, among other things, rental income from current leases and assumptions about rental income from future leases in light of current market conditions

Subsequent expenditure is added to the assets carrying amount only when it is probable that future economic benefits associated with the item will flow to the company and the cost of the item can be measured reliably. All other repairs and maintenance costs are charged to the profit and loss account during the financial period in which they are incurred.

Any movement in the fair value of the properties is reflected within the profit and loss account and transferred to the Revaluation Reserve in the year. Any associated deferred tax liability is taken to the profit and loss account in the year and offset against revaluation gains held in the Revaluation Reserve.

Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Inventories are recognised as an expense in the period in which the related revenue is recognised.

Cost is determined on the first-in, first-out (FIFO) method. Cost includes the purchase price, including taxes, duties, transport and handling directly attributable to bringing the stock to its present location and condition.

At the end of each reporting period stocks are assessed for impairment. If an item of stock is impaired, the identified stock is reduced to its selling price less costs to complete and sell and an impairment charge is recognised in the profit and loss account. Where a reversal of the impairment is recognised the impairment charge is reversed, up to the original impairment loss, and is recognised as a credit in the profit and loss account.


SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


2. ACCOUNTING POLICIES - continued
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.

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

- The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

- Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Both current and deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Foreign currencies
At each year 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 the year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the profit and loss account.

Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.

Leases
Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged against profits on a straight line basis over the period of the lease.

Rentals receivable under operating leases are credited to profit or loss on a straight-line basis over the lease term, unless the rental receipts are structured to increase in line with expected general inflation, in which case the group recognises annual rental income equal to amounts owed by the lessee.

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible assets and depreciated over the shorter of the lease term and their useful lives. Obligations under such agreements are included in creditors net of the finance charge. The finance element of the rental payment is charged to the profit and loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

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

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


2. ACCOUNTING POLICIES - continued

Financial instruments
The group has chosen to adopt the Sections 11 and 12 of FRS 102 in respect of financial instruments.

(i) Financial assets

Basic financial assets, including trade and other debtors, cash and bank balances and investments 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.

Such assets are subsequently carried at amortised cost using the effective interest method.

(ii) Financial liabilities

Basic financial liabilities, including trade and other creditors, bank loans and loans from fellow group companies 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 payments discounted at a market rate of interest.

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

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. 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.

Critical accounting estimates and assumptions
The Group 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 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 Group 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) Fair value of land and buildings and investment properties
A full valuation is obtained from a qualified valuer for land and buildings where appropriate, with interim valuation carried out by the directors. Property valuations are amended when necessary to reflect market movements, future investments and the physical condition of the properties.

(iv) Carrying value of investments
The company makes an estimate of the holding value of investments. When assessing impairment of investments, management consider factors including but not limited to the cash flows expected to arise from the investments and suitable discount rates in order to calculate present values.

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


3. TURNOVER

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

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

2024 2023
£    £   
Sale of potatoes 21,129,882 15,792,938
Rental income 1,148,629 459,104
22,278,511 16,252,042

An analysis of turnover by geographical market is given below:

2024 2023
£    £   
United Kingdom 22,278,511 16,252,042
22,278,511 16,252,042

4. EMPLOYEES AND DIRECTORS

2024 2023

£    £   
Wages and salaries 2,767,574 2,303,306
Social security costs 298,453 242,250
Other pension costs 42,850 35,870
3,108,877 2,581,426

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

2024 2023


Office and management 12 12
Production and drivers 57 57
69 69


Key Management Personnel
The directors deem key management to include directors only.

2024 2023
£    £   
Directors' remuneration 803,240 417,712

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

Money purchase schemes 4 4

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


4. EMPLOYEES AND DIRECTORS - continued

Information regarding the highest paid director is as follows:
2024 2023
£    £   
Emoluments etc 304,504 154,275

5. OPERATING PROFIT

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

2024 2023
£    £   
Hire of plant and machinery 377,944 451,077
Other operating leases 28,050 40,804
Depreciation - owned assets 95,801 84,067
Depreciation - assets on hire purchase contracts 85,733 55,382
Loss on disposal of fixed assets - 29,999
Goodwill amortisation 32,000 26,000
Foreign exchange differences (5,323 ) -

6. AUDITORS' REMUNERATION
2024 2023
£    £   
Fees payable to the company's auditors for the audit of the company's
financial statements

20,200

20,200
Total audit fees 20,200 20,200

Auditors' remuneration for non audit work 27,592 5,150
Total non-audit fees 27,592 5,150
Total fees payable 47,792 25,350

7. INTEREST PAYABLE AND SIMILAR EXPENSES
2024 2023
£    £   
Bank interest 90,534 62,380

8. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2024 2023
£    £   
Current tax:
UK corporation tax 266,127 -
Adjustment to prior years - (83 )
Total current tax 266,127 (83 )

Deferred tax 309,946 419,582
Tax on profit 576,073 419,499

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


8. TAXATION - continued

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

2024 2023
£    £   
Profit before tax 2,177,800 1,587,057
Profit multiplied by the standard rate of corporation tax in the UK of 25 %
(2023 - 19.493 %)

544,450

309,365

Effects of:
Expenses not deductible for tax purposes 27,174 18,999
Adjustments to tax charge in respect of previous periods (2,151 ) (83 )
Superdeduction 6,600 (1,207 )
Changes in tax rates - 92,425
Total tax charge 576,073 419,499

9. INDIVIDUAL PROFIT AND LOSS ACCOUNT

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


10. DIVIDENDS

Interim dividends paid
Class: 2024 2023
£    £   
Ordinary B 5,352 150,000
Ordinary C 125,000 92,065
Ordinary D - 75,000
Ordinary G 125,000 75,000
Ordinary H - 75,000
255,352 467,065

11. INTANGIBLE FIXED ASSETS

Group
Goodwill
£   
COST
At 1 May 2023 779,239
Additions 30,000
At 30 April 2024 809,239
AMORTISATION
At 1 May 2023 695,239
Amortisation for year 32,000
At 30 April 2024 727,239
NET BOOK VALUE
At 30 April 2024 82,000
At 30 April 2023 84,000

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


12. TANGIBLE FIXED ASSETS

Group
Freehold Fixtures
land & Plant and and Motor
buildings machinery fittings vehicles Totals
£    £    £    £    £   
COST
At 1 May 2023 1,032,762 542,087 229,964 890,649 2,695,462
Additions 89,309 - - 33,850 123,159
At 30 April 2024 1,122,071 542,087 229,964 924,499 2,818,621
DEPRECIATION
At 1 May 2023 - 477,037 196,031 245,119 918,187
Charge for year - 15,838 4,849 160,847 181,534
At 30 April 2024 - 492,875 200,880 405,966 1,099,721
NET BOOK VALUE
At 30 April 2024 1,122,071 49,212 29,084 518,533 1,718,900
At 30 April 2023 1,032,762 65,050 33,933 645,530 1,777,275

Freehold land and buildings are included at open market value. Land and buildings were last professionally valued by Fisher German in August 2020.

The directors have considered the valuation as at 30 April 2024, on an open market basis, and consider the
assumptions used to be in line with the valuation undertaken in August 2020.

Fair value at 30 April 2024 is represented by:
£   
Revaluations 908,594
Cost 213,477
1,122,071


Fixed assets, included in the above, which are held under hire purchase contracts are as follows:
Motor
vehicles
£   
COST
At 1 May 2023
and 30 April 2024 412,038
DEPRECIATION
At 1 May 2023 55,382
Charge for year 85,733
At 30 April 2024 141,115
NET BOOK VALUE
At 30 April 2024 270,923
At 30 April 2023 356,656

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


13. FIXED ASSET INVESTMENTS

Group
Interest
in
associate
£   
COST
At 1 May 2023
and 30 April 2024 3
NET BOOK VALUE
At 30 April 2024 3
At 30 April 2023 3
Company
Unlisted
investments
£   
COST
At 1 May 2023 749,816
Additions 4,905
At 30 April 2024 754,721
NET BOOK VALUE
At 30 April 2024 754,721
At 30 April 2023 749,816

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

Subsidiaries

Mitchell Potatoes Ltd
Registered office: Boots Farm, Straight Mile, Warwickshire
Nature of business: Production and distribution of food
%
Class of shares: holding
Ordinary 100.00
2024 2023
£    £   
Aggregate capital and reserves 5,569,595 4,252,980
Profit for the year 1,631,967 1,175,695

Bourton Rock Estates Limited
Registered office: Boots Farm, Straight Mile, Warwickshire
Nature of business: Letting of real estate
%
Class of shares: holding
Ordinary 100.00
2024 2023
£    £   
Aggregate capital and reserves 390,179 390,179
Profit for the year - 9,230

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


13. FIXED ASSET INVESTMENTS - continued

S.A.D Brothers Limited
Registered office: Boots Farm, Straight Mile, Warwickshire
Nature of business: Letting of real estate
%
Class of shares: holding
Ordinary 100.00
2024 2023
£    £   
Aggregate capital and reserves 537,110 529,682
Profit for the year 7,428 7,509

Shapejoint Limited has provided an unlimited guarantee over all liabilities of the wholly owned subsidiary S.A.D Brothers Limited.

S.A.D Brothers Limited (Company number 05366718) is exempt from requirements of the Companies Act 2006 relating to the audit of their individual financial statements for the period ended 30 April 2024 by virtue of section 479A of the Companies Act 2006.

Associated company

Zanfish Wholesale Limited
Registered office: Lumaneri House Blythe Gate, Blythe Valley Park, Solihull, West Midlands, United Kingdom, B90 8AH
Nature of business: Agents involved in the sale of food, beverages
%
Class of shares: holding
Ordinary 49.00


14. INVESTMENT PROPERTY

Group
Total
£   
FAIR VALUE
At 1 May 2023 5,640,319
Additions 130,000
Revaluations 1,259,102
At 30 April 2024 7,029,421
NET BOOK VALUE
At 30 April 2024 7,029,421
At 30 April 2023 5,640,319

Investment property represents freehold land and buildings not presently used and not intended for use in the company's business.

Investment property is included at open market value. Land and buildings were last professionally valued by Fisher German in August 2020.

The directors have considered the valuation as at 30 April 2024, on an open market basis, and consider the assumptions used to be in line with the valuation undertaken in August 2020.

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


14. INVESTMENT PROPERTY - continued

Group

Fair value at 30 April 2024 is represented by:
£   
Revaluations 5,515,066
Cost 1,514,355
7,029,421


15. STOCKS

Group
2024 2023
£    £   
Finished goods 296,650 165,762

16. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2023 2024 2023
£    £    £    £   
Trade debtors 1,316,351 1,126,924 - -
Other debtors 42,522 63,089 - 21,628
Directors' current accounts 48,231 24,094 - -
VAT 66,936 73,375 - -
Deferred tax asset - - - 2,713
Prepayments and accrued income 55,221 55,221 - -
1,529,261 1,342,703 - 24,341

Further disclosure for Directors' current accounts is shown in note 25.

An impairment charge on trade debtors of £78,051 (2023: £48,000) has been recognised in the Profit and Loss Account.

17. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2023 2024 2023
£    £    £    £   
Bank loans and overdrafts (see note 19) 269,798 269,798 - -
Hire purchase contracts (see note 20) 74,408 74,407 - -
Trade creditors 2,419,304 2,152,702 - -
Amounts owed to group undertakings - - 717,090 760,544
Tax 263,830 19,331 - -
Social security and other taxes 69,350 78,601 - -
Other creditors 40,853 828,227 - -
Directors' current accounts 6,114 7,263 - -
Accrued expenses 109,341 86,206 6,240 6,240
3,252,998 3,516,535 723,330 766,784

Unpaid pension contributions included within other creditors amount to £8,721 (2023: £9,161).

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

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


18. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Group
2024 2023
£    £   
Bank loans (see note 19) 734,416 1,101,675
Hire purchase contracts (see note 20) 175,805 252,312
910,221 1,353,987

19. LOANS

An analysis of the maturity of loans is given below:

Group
2024 2023
£    £   
Amounts falling due within one year or on demand:
Bank loans 269,798 269,798
Amounts falling due between two and five years:
Bank loans - 2-5 years 734,416 1,101,675

The company has three bank loans, the terms are as follows;

- 1.20% above base rate secured loan is redeemable at par in January 2028
- 2.90% secured loan is redeemable at par in April 2025

The Coronavirus Business Interruption Loan has been partially guaranteed by the UK Government.

20. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group

The future minimum hire purchase lease payments are as follows:
2024 2023
£ £
Not later than one year 88,953 88,953
Later than one year and not later than five years 215,233 306,880
Total gross payments 304,186 395,833
Less: finance charges (53,672 ) (69,114 )
Carrying amount of liability 250,514 326,719

Group
Non-cancellable operating leases
2024 2023
£    £   
Within one year 167,952 167,952
Between one and five years 646,182 671,808
In more than five years - 142,326
814,134 982,086

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


21. SECURED DEBTS

The following secured debts are included within creditors:

Group
2024 2023
£    £   
Bank loans 1,004,214 1,371,473
Hire purchase contracts 250,214 -
1,254,428 1,371,473

The bank loans are secured by a fixed charge over freehold land and buildings. The group's bankers also hold a floating charge over all other assets.

The hire purchase liabilities are secured on the motor vehicles to which they relate.

22. PROVISIONS FOR LIABILITIES

Group
2024 2023
£    £   
Deferred tax
Accelerated capital allowances 168,316 170,219
Tax losses carried forward - (2,713 )
Other timing differences 1,347,864 1,038,728
1,516,180 1,206,234

Group
Deferred
tax
£   
Balance at 1 May 2023 1,206,234
Origination and reversal of 309,946
timing differences
Balance at 30 April 2024 1,516,180

Company
Deferred
tax
£   
Balance at 1 May 2023 (2,713 )
Origination and reversal of 2,713
timing differences
Balance at 30 April 2024 -

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


23. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal value: 2024 2023
£ £
93 Ordinary £1 93 93
3 Ordinary A £1 3 3
1 Ordinary B £1 1 1
1 Ordinary C £1 1 1
1 Ordinary D £1 1 1
1 Ordinary E £1 1 1
1 Ordinary F £1 1 1
1 Ordinary G £1 1 1
1 Ordinary H £1 1 1
23 Ordinary I £1 23 -
126 103

Each share class has full rights to voting, participation and dividends.

On 30 November 2023, 13 Ordinary I shares were issued at a premium, via a share for share exchange transaction, as noted in note 26.

On 1 December 2023, 10 Ordinary I shares were issued at a premium, via a share for share exchange transactions, as noted in note 26.

24. RESERVES

Group
Retained Revaluation Other
earnings reserve reserves Totals
£    £    £    £   

At 1 May 2023 (693,238 ) 4,202,959 716 3,510,437
Profit for the year 1,601,727 - - 1,601,727
Dividends (255,352 ) - - (255,352 )
Transfer (944,326 ) 944,326 - -
Acquisition of subsidiary - - 915,966 915,966
At 30 April 2024 (291,189 ) 5,147,285 916,682 5,772,778

Company
Retained Other
earnings reserves Totals
£    £    £   

At 1 May 2023 6,557 716 7,273
Profit for the year 279,347 - 279,347
Dividends (255,352 ) - (255,352 )
At 30 April 2024 30,552 716 31,268

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


24. RESERVES - continued

Retained earnings
The retained earnings reserve includes all current and prior periods distributable profits and losses.

Revaluation reserve
The revaluation reserve are non-distributable and include the revaluation of the investment properties and freehold land and buildings to their fair value at the year end date, less a provision for associated deferred taxation.

Other reserves
Other reserves relates to Merger Relief by virtue of section 612 of the Companies Act 2006

25. RELATED PARTY DISCLOSURES

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

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

During the year, the group made purchases amounting to £922,976 (2023: £526,874) and sales amounting to £113,962 (2023: £47,032) with related parties.

At the year end D L Mitchell owed the group £174 (2023: due to £9,684) in the form of a directors loan account. The maximum outstanding during the year was £11,884 (2023: £9,684).

At the year end S Mitchell owed the group £48,057 (2023: £14,130) in the form of a directors loan account. The maximum outstanding during the year was £48,057 (2023: £22,773).

At the year end A Mitchell is owed by the the group £113 (2023: owed the group £280) in the form of a directors loan account. The maximum outstanding during the year was £51,350 (2023: £613).

At the year end D A Mitchell was owed by the group £6,001 (2023: £7,263) in the form of a directors loan account. The maximum outstanding during the year was £nil (2023: £40,262).

SHAPEJOINT LIMITED (REGISTERED NUMBER: 04387003)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
for the year ended 30 April 2024


26. BUSINESS COMBINATIONS

On 30 November 2023, the company acquired control of an real estate letting company for total consideration of £380,000. The following table summarises the consideration paid by the company, the fair value of the assets acquired and liabilities assumed.

Consideration at 30 November 2023

£   
Share consideration 380,000
380,000

For cash flow disclosure purposes the amounts are disclosed as follows:
£   
Cash and cash equivalents acquired 261
261

Recognised amounts of identifiable assets acquired:

Fair Value
£   
Debtors 449,181
Cash at bank 261
Creditors (69,442 )
Total identifiable assets 380,000

On 1 December 2023, the company acquired control of an real estate letting company for total consideration of £522,000. The following table summarises the consideration paid by the company, the fair value of the assets acquired and liabilities assumed.

Consideration at 1 December 2023

£   
Share consideration 522,000
522,000

For cash flow disclosure purposes the amounts are disclosed as follows:
£   
Cash and cash equivalents acquired 2,885
2,885

Recognised amounts of identifiable assets acquired:


Fair Value
£   
Tangible assets 130,000
Debtors 397,255
Cash at bank 2,885
Creditors (8,141 )
Total identifiable assets 522,000