The directors present the strategic report for the year ended 31 January 2024.
Principal activity
The principal activity of the company is that of a holding company.
The principal activities of the group are that of supply chain management and logistics. The parent company and the group operates from its head office in Liverpool.
The directors are satisfied with the financial performance and the results of the company and the group for the year ended 31 January 2024.
The results indicate an operating profit of £2.4m for the year, down from £3.1m in 2023, with a turnover of £43.9m compared to £78.9m in 2023. Despite the group's strong performance this year, the decrease in turnover is attributed to the decline in container freight prices and volumes. However, the group has effectively managed its underlying cost base and increased gross margin from 9.8% to 15.6% during the year.
The group has net assets of £1.4m (2023: £13.9m). During the financial period the parent company, Warrant Group 2019 Limited, sold 90% of its shares to an Employee Ownership Trust (EOT). As part of the transaction the group declared dividends of £14.1m, which has primarily led to the reduction in net assets in the period.
Management of the business and the execution of the company's and group's strategy are subject to various risks.
The key business risks and uncertainties affecting the group are considered to relate to:
Competition within the market place
The current marketplace remains competitive. The group manages this risk by maintaining good relationships with its customers and suppliers, offering a high-level customer service experience coupled with a competitive procurement model always ensuring strong cost control.
Economic downturn
Consumer spend is down as everyday cost for fuel, food and borrowing continue to increase. However, through the diversity of the business profile, the group remains positive in relation to the future business performance.
Foreign currency exchange risk
There are several foreign currency transactions. The group operates Euro and Dollar bank accounts and where possible matches income with costs generated in the same currency. The directors have assessed foreign exchange risk and do not consider the exposure to be significant considering the large volume of foreign currency transactions that they deal with.
Mandatory Brexit Customs Requirements
The group embraced the opportunity to ensure a smooth transition for existing Rest of the World clients to continue with their business in EU as well as to increase its EU-UK HMRC client base with new business wins. As such, the group has increased its headcount in the customs department to deal with a significant increase in customs work.
Principal risks and uncertainties (continued)
Credit risk
The group is exposed to credit risk on some trade and other receivables, but most of the debt is insured through Atradius.
Future developments
The general business climate is challenging due to the economic downturn moving forward. The directors are committed to developing the business through continued investment in people and IT systems which has held them in good stead over previous years of trading.
The directors are fully aware of such worldwide trading difficulties but believe that the group is in a strong position and that the outlook for the group is positive.
The group strategy is one of growth across all business sectors. The directors monitor progress against this strategy by reference to several financial key performance indicators. Performance for the current year, together with comparative data for the previous year, is set out below:
(a) Turnover
Turnover for the year is £43,916,776 (2023: £78,872,013). The decrease in turnover is largely due to the fall in Container freight prices on Sea-freight Export and Import routes when compared to prior year.
(b) Gross profit %
This is gross profit expressed as a percentage of turnover. Gross profit % was 15.6% (2023: 9.8%). The fall in Container freight prices on Sea-freight Export and Import routes when compared to prior year has had a direct impact on the margins.
The directors, in line with their duties under s172 of the Companies Act 2006, act in a way they consider, in good faith, would be most likely to promote the success of the company and the group for the benefit of its members, and in doing so have regard to a range of matters when making decisions for the long term.
(a) the likely consequences of any decisions in the long term
The board meets on an annual basis and any investment decisions must be signed off by the board of directors and the long-term future of the business is considered within this process. Directors must attend and any changes agreed unanimously.
The plans are then monitored on a quarterly basis.
(b) the interests of the company and group's employees
The board takes into consideration its employees when building its short- and long-term plans.
The board engages with its employees via regular management meetings and emails so that they are kept up to date with the business plans. HR meetings with individual employees are conducted to ensure employee well-being is known.
The board actively reviews the pay structure and basis for which any salary review or bonus award are made, this is communicated to employees on a timely basis.
(c) the need to foster the company's and the group's business relationships with suppliers and customers
The company and the group relies on its relationships with suppliers and customers.
The board regularly monitors these relationships via daily workflow, its monthly and quarterly review meetings.
(d) the impact of the company's and the group's operations on the community and the environment
The company and the group has been looking to reduce its carbon footprint by actively encouraging recycling and moving to a paperless office environment.
The company and the group also actively supports and engages with local communities including supporting local food banks and local charities.
(e) the desirability of the company and the group maintaining a reputation for high standards of business conduct
The board employs suitably qualified and trained employees within each department as well as investing in the necessary IT systems.
The board ensures there is an annual training budget in place for each employee and that all training needs are met via regular monitoring and internal discussions with management.
(f) the need to act fairly between members of the company
The board understands the need to act fairly between members of the company and the group. The company and the group has policies in place including whistleblowing and any incidents reported are fully investigated.
There is also a formal grievance policy in operation, with any allegations again formally investigated.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 January 2024.
The results for the year are set out on page 10.
Ordinary dividends were paid amounting to £14,105,697. The directors do not recommend payment of a further dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
DSG resigned as auditor to the company and the group on 11 September 2024. DSG Audit were appointed as auditor to the company and the group on 11 September 2024, and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
The Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2018 require the disclosure of annual UK energy consumption and greenhouse gas emissions from SECR regulated sources.
The reporting period is the same as the group's financial year, 1 February 2023 to 31 January 2024 (Prior period: 1 February 2022 to 31 January 2023).
The group has taken guidance from the UK Government Environmental Reporting Guidelines (March 2019) and from the UK Government Conversion Factors for Company Reporting document for calculating carbon emissions. Energy usage information (gas and electricity) has been obtained directly from supplier invoices and statements.
Scope 1 Emissions (Direct)
Emissions from activities owned or controlled by the group that release emissions into the atmosphere.
Scope 2 Emissions (Indirect)
Emissions released into the atmosphere associated with the group's consumption of purchased electricity, heat, steam and cooling. These are indirect emissions that are a consequence of the group's activities, but occur at sources the group does not own or control.
Comparison to previous reporting
The group tracks emissions against previous years to encourage performance monitoring. Direct emissions increased to 17.9 from 9.8, indirect emissions decreased from 11.0 to 9.9, and the intensity ratio increased to 0.63 from 0.26. This performance is considered satisfactory.
Intensity ratios compare emissions data with an appropriate business metric or financial indicator. The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per £ of revenue, the recommended ratio for the sector.
Revenue for the current year totalled £43,916,776 (2023: £78,872,013).
In the period covered by the report, the group has tried to limit its energy consumption by using LED lighting where possible and ensuring the building heating is utilised at the most efficient setting and times of the day.
Targets and baselines
Given the impact of the group's operations, the group's objective is to maintain or reduce its GHG emissions.
We have audited the financial statements of Warrant Group 2019 Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 January 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
Basis for opinion
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the 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 strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
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.
Discussions were held with, and enquiries made of, management and those charged with governance with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the parent company and the group.
The following laws and regulations were identified as being of significance to the parent company and the group:
Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation.
Those laws and regulations for which non-compliance may be fundamental to the operating aspects of the group and therefore may have a material effect on the financial statements include compliance with quality management system regulations, supply chain regulations, waste regulations, air cargo transportation regulations, freight forwarding regulations, food and drink export regulations, road haulage regulations, shipping industry regulations and General Data Protection requirements. It is considered that there are no laws and regulations which are fundamental to the operating aspects of the parent company.
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: enquiries of management and those charged with governance as to whether the parent company and the group complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the parent company’s and the group's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As permitted by s408 Companies Act 2006, the parent company has not presented its own profit and loss account and related notes. The parent company’s profit for the year was £9,925,000 (2023 - £8,135,574 profit).
Warrant Group 2019 Limited (“the parent company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 157 Regent Road, Kirkdale, Liverpool, L5 9TF.
The group consists of Warrant Group 2019 Limited and all of its subsidiaries. The principal activity of the group and the parent company are disclosed in the strategic report.
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the group and the parent company. Monetary amounts in these financial statements are rounded to the nearest £1.
The financial statements have been prepared under the historical cost convention, modified to include investment properties at fair value. The principal accounting policies adopted are set out below.
The parent company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: The disclosure requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b), 11.48(c), 12.26, 12.27, 12.29(a), 12.29(b), and 12.29A;
Section 26 ‘Share based Payment’: Share based payment arrangements required under FRS 102 paragraphs 26.18(b), 26.19 to 26.21 and 26.23;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The consolidated group financial statements consist of the financial statements of the parent company Warrant Group 2019 Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 January 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
The group is in a net current liabilities position of £524,854 (2023: £11,644,983 net current assets), and the company is in a net current liabilities position of £4,011,798 (2023: £168,899 net current assets). As part of assessing the impact of going concern on the business, management have prepared financial forecasts for the company and the group for a period covering 12 months from the date of signing these financial statements. These forecasts build in key assumptions surrounding changes in the UK economy, impacts on worldwide trading conditions, along with any changes in container freight prices; which ultimately drive revenue and hence profitability. The forecasts indicate that the company and group will continue to trade profitably, and generate cash, over the period considered by them in their assessment of the appropriateness of adopting the going concern basis in the preparation of the financial statements. These forecasts also demonstrate that the company and group has sufficient cash reserves and head room within the existing invoice discounting facility to support the working capital needs of the business moving forward.
Management is fully aware of the worldwide trading difficulties and the uncertainties within the UK economy but continues to monitor and manage these risks. These are factored into any future forecasts and business strategy decisions taken by the directors. Management has concluded that the company and group is in a strong position and that the outlook remains positive. On this basis the directors consider it appropriate to prepare these financial statements on a going concern basis.
Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Freight forwarding revenue represents the invoiced value of freight forwarded. Revenue is recognised on the date of departure of an export vessel or when all performance obligations have been met for an import vessel. Where the service is not specific to a vessel then recognition is based on when a service is rendered.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
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 liability simultaneously.
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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 asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit and loss account.
Impairment of debtors
Management reviews the carrying amount of trade receivables on a regular basis to identify items where recoverability may be in doubt. The timing and quantum of any impairment of receivables is a matter of management judgement. Details of any such impairments are included in the notes to the accounts.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable 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 group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
Prior year adjustment
The prior year adjustment reverses the investment impairment of c.£3.3m and recognises the full consideration of c.£10.7million paid for the nominal value of shares. The necessary adjustments have been applied retrospectively by way of prior year adjustment in accordance with FRS 102. Details of the impact of the prior year adjustment are disclosed in note 28.
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
The group maintains a provision for impairment of trade accruals. Trade accruals are recognised when a corresponding sale has been recorded in the relevant period but the purchase invoice has not been received. Due to time which may elapse between the services being undertaken and the invoice being received, the balance can become significant. As such, management review this regularly and provide for any invoices over a certain date.
In the current year and prior year, audit remuneration was borne by subsidiary undertaking Warrant Group Limited for the company and wider group.
The average monthly number of persons (including directors) employed by the group during the year was:
Their aggregate remuneration comprised:
The parent company had no employees during the year.
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
Details of the parent company's subsidiaries at 31 January 2024 are as follows:
The registered address of the subsidiaries is the same as the parent company Warrant Group 2019 Limited, which is disclosed within the Company Information page.
Warrant Corporate Holdings Limited was dissolved on 10 September 2024.
As permitted by the reduced disclosure framework within FRS 102, the parent company has taken advantage of the exemption from disclosing the carrying amount of certain classes of financial instruments, denoted by 'n/a' above.
Trade debtors are stated after provisions for impairment of £13,013 (2023: £9,574).
Included within other debtors are director loan accounts, which were overdrawn at the year end by £3,307 (2023: £497,028). The maximum overdrawn balance during the year was £497,028.
Bank overdrafts are secured by a debenture over all assets of the group.
Amounts owed to group undertakings are unsecured, interest free and payable on demand.
Other creditors include £3,296,591 (2023: £4,329,705) subject to an invoice discounting facility secured on trade debt.
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund. Contributions amounting to £9,053 (2023: £nil) were payable by the company to the fund at the reporting date and are included within other creditors.
Profit and loss reserve includes all current and prior period retained profits and losses.
Called up share capital represents the nominal value of shares that have been issued.
Merger reserve
Merger reserve represents the excess consideration paid for the nominal value of shares.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
During the year the group entered into the following transactions with related parties:
Other related parties relate to companies with common ownership and directors. All transactions are undertaken on commercial terms and on an arms length basis.
The following amounts were outstanding at the reporting end date:
Other related parties relate to companies with common ownership and directors. All transactions are undertaken on commercial terms and on an arms length basis.
The company has taken advantage of the exemption conferred by section 33.1A of FRS 102 not to disclose transactions with other wholly owned subsidiaries within the group as consolidated accounts including the subsidiary undertakings are publicly available.
The key management personnel are deemed to be the directors as disclosed in Note 7.
Details of director loan accounts have been disclosed in Note 16.
Dividends totalling £14,136,761 (2023 - £263,676) were paid in the year in respect of shares held by the company's directors.
The prior year adjustment reverses the investment impairment of £3.3m and recognises the full consideration of c.£10.7million paid for the nominal value of shares. The impairment adjustment has been recorded in the company's profit and loss account, and the consideration paid adjustment has been recorded separately in a merger reserve within the company's statement of changes in equity.