Company registration number 10342905 (England and Wales)
CHARNWOOD GROUP HOLDINGS LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024
CHARNWOOD GROUP HOLDINGS LTD
COMPANY INFORMATION
Directors
Mr Shyamal Raja
Mr Sagar Raja
Mr Sailesh Raja
Mr Shivam Raja
(Appointed 1 October 2023)
Company number
10342905
Registered office
Unit 2
Forest Business Park
Oswin Road
Leicester
LE3 1HR
Auditor
HSKSG Audit Limited
3rd Floor
Butt Dyke House
33 Park Row
Nottingham
NG1 6EE
Business address
Unit 2
Forest Business Park
Oswin Road
Leicester
LE3 1HR
CHARNWOOD GROUP HOLDINGS LTD
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 9
Income statement
10
Group statement of comprehensive income
11
Group statement of financial position
12
Company statement of financial position
13
Group statement of changes in equity
14
Company statement of changes in equity
15
Group statement of cash flows
16
Company statement of cash flows
17
Notes to the financial statements
18 - 37
CHARNWOOD GROUP HOLDINGS LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MAY 2024
- 1 -
The directors present the strategic report for Charnwood Group Holdings Ltd ("Midlands Care") for the year ended 31 May 2024.
Review of the business
As of May 2024, Midlands Care operates eight care homes and one day centre, specialising in residential and dementia care across the East and West Midlands. The group demonstrated resilience, maintaining strong occupancy and staffing levels. A post-tax profit of £580,188 was achieved compared to a £107,440 loss in 2023, with net assets rising to £11,038,972 from £8,940,584. The company continues to work closely with its accountants at Dains (formerly HSKSG).
Strategic Growth & Investments
Midlands Care has taken significant steps to strengthen its portfolio and enhance operational consistency. In July 2023, the group acquired Gokul-Vrandavan Care Home in Leicester, a culturally specialised facility featuring a Hindu temple and vegetarian Asian cuisine. During the same period, St Martins Residential Homes Ltd shares were transferred to Charnwood Group Holdings Ltd, consolidating ownership under the group structure. In February 2024, the freehold for West View Care Home was gifted to the company by shareholder Sailesh Raja, further reinforcing long-term assets. In March 2024, Midlands Care acquired The New Wycliffe Home from charity Vista, ensuring the continuation of high standards of care and service.
These strategic developments reflect Midlands Care’s commitment to long-term growth, cultural inclusivity, and operational excellence.
Quality Approach & Corporate Governance
Midlands Care is dedicated to providing high-quality, accredited, person-centred care that empowers service users to enhance their independence and attain the highest possible quality of life. The company operates under a robust quality assurance framework, ensuring compliance with regulatory standards while placing a strong emphasis on the resident experience.
All care homes undergo rigorous internal and external inspections in addition to those conducted by the local authority and the Care Quality Commission (CQC). The internal quality framework extends beyond standard regulatory measures, integrating additional criteria that reflect Midlands Care’s core values and corporate governance principles.
The Board upholds a strong governance structure, ensuring that all operational and financial decisions align with the company’s commitment to excellence. Resident and family feedback plays a central role in shaping the approach to care, with active monitoring and continuous improvement measures in place.
CHARNWOOD GROUP HOLDINGS LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 2 -
Regulatory & Stakeholder Engagement
Midlands Care engages proactively with regulators, employees, customers, suppliers, creditors, and community groups. The Board ensures that all stakeholder perspectives are carefully considered in decision-making, fostering inclusive and effective relationships.
All homes, regulated by the CQC, undergo regular inspections and compliance reviews. Inspection findings are discussed in regulatory meetings, with action plans implemented and monitored to uphold the highest care standards.
The company prioritises resident and family feedback to maintain high standards of service. Transparency is key, with an open approach to addressing any service issues that may arise. While not bound by a payment code, Midlands Care adheres to fair payment practices, ensuring suppliers are paid within agreed terms.
A skilled and motivated workforce remains central to the success of the group. Employee retention is actively supported through clear communication, staff surveys, listening groups, and well-being programs such as counselling and Occupational Health Services. Recruitment challenges continue to be an industry-wide concern, and Midlands Care remains committed to attracting and retaining the best talent.
Training & Professional Development
Midlands Care places a strong emphasis on continuous learning and career development to enhance the quality of care provided. Training opportunities are made available to all staff throughout their employment, ensuring they remain equipped with the latest skills and best practices. The group has been proactive in adopting innovative learning methods, including interactive and digital training resources, to support a dynamic and engaging learning environment.
Education and professional development are embedded in the organisation’s culture, with key messages reinforced through structured training programs, internal communications, and regular appraisals. This commitment not only enhances staff confidence and competence but also directly contributes to the high standards of care delivered across all services.
Principal risks and uncertainties
Opportunities, Principal Risks & Uncertainties
The Board remains focused on long-term value creation, regularly assessing risks and opportunities that could impact business operations. Strategic decision-making and risk management processes cover financial, reputational, and operational risks, all of which are overseen at board level.
Key risks include regulatory scrutiny, media attention, staff shortages, and fluctuations in occupancy levels. While the company has successfully reduced reliance on agency staffing, workforce management remains a critical focus. Rising operational costs and cost-of-living pressures are closely monitored, with a strong internal control system and dynamic marketing strategy in place to support business resilience.
Key performance indicators
The directors consider gross profit margin and occupancy levels as key performance indicators for assessing business performance. In 2024, Midlands Care achieved a gross profit margin of 40.5 percent, compared to 39.2 percent in the previous year. Occupancy levels have remained in line with the directors expectations in the current climate.
Financial oversight is maintained through quarterly reporting by Dains, alongside internal monthly monitoring. This approach ensures that Midlands Care remains financially stable while continuing to deliver high-quality care.
CHARNWOOD GROUP HOLDINGS LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 3 -
Other information and explanations
Achievements & Remuneration
Midlands Care is proud to have earned the Investors in People accreditation, reflecting its commitment to excellence in people management. Professional development opportunities, career pathways, and staff engagement initiatives have been key in fostering a workplace culture that empowers employees and enhances overall service quality.
The company’s remuneration structure is designed to align with core values, business performance, and strategic goals. Workforce conditions, including fair pay practices and gender pay gap considerations, are actively reviewed to ensure equity and fairness across all levels of the organisation.
Post Year End Growth
Following the end of the 2024 financial year, Midlands Care successfully expanded its portfolio with the acquisition of A L A Care Ltd, adding three purpose-built care homes in Leicestershire. This acquisition increases the group’s capacity from 242 beds across eight care homes to 358 beds across eleven care homes and a day centre.
This growth underscores Midlands Care’s commitment to meeting the needs of more communities in the region. The company remains dedicated to its mission of Care, Colleagues, and Community, ensuring that residents and their families continue to receive high-quality, compassionate, and professional care.
Mr Sagar Raja
Director
11 February 2025
CHARNWOOD GROUP HOLDINGS LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MAY 2024
- 4 -
The directors present their annual report and financial statements for the year ended 31 May 2024.
Principal activities
The principal activity of the company and group continued to be that of providing care to the elderly in residential homes.
Results and dividends
The results for the year are set out on page 10.
Ordinary dividends were paid amounting to £25,000. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr Shyamal Raja
Mr Sagar Raja
Mr Sailesh Raja
Mr Shivam Raja
(Appointed 1 October 2023)
Disabled persons
Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
Employee involvement
The group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.
Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.
There is no employee share scheme at present, but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the company's performance.
CHARNWOOD GROUP HOLDINGS LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 5 -
Statement of directors' responsibilities
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the ;
prepare the on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
Mr Sagar Raja
Director
11 February 2025
CHARNWOOD GROUP HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CHARNWOOD GROUP HOLDINGS LTD
- 6 -
Qualified opinion on financial statements
We have audited the financial statements of Charnwood Group Holdings Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 May 2024 which comprise the group income statement, the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion, except for the possible effects of the matter described in the basis for qualified opinion section of our report, the financial statements:
give a true and fair view of the state of the group's and the parent company's affairs as at 31 May 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 qualified opinion
The group statement of financial position includes tangible fixed assets (freehold land and buildings) for which sufficient appropriate audit evidence was not available in order to confirm a carrying value of £3.72m. Therefore, the value of such assets could not be determined with reasonable certainty. Any appropriate revaluation adjustment or impairment could adversely affect the group result for the financial year, the value of which we have been unable to determine. In addition, should any adjustment affect the net assets and result of the group, the strategic report would also need to be amended.
Furthermore, as at 31 May 2023 both the group and the company's statements of financial position included tangible fixed assets (freehold land and buildings) for which sufficient appropriate audit evidence was not available in order to confirm a carrying value of £7.85m. Therefore, the value of such assets could not be determined with reasonable certainty. Any appropriate revaluation adjustment or impairment could adversely affect the group result for that financial year, the value of which we have been unable to determine. In addition, should any adjustment affect the net assets and result of the group and company for the year ended 31 May 2023, the strategic report would also need to be amended.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified 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.
CHARNWOOD GROUP HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CHARNWOOD GROUP HOLDINGS LTD
- 7 -
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
As described in the basis for qualified opinion section of our report, we were unable to satisfy ourselves as to the carrying value of fixed assets totalling £3.72m nor determine with reasonable certainty any related impact on the group result for the financial year. We have concluded that references to the results for the year or the net asset position at 31 May 2024 may be materially misstated for the same reason.
Qualified opinion on other matters prescribed by the Companies Act 2006
Except for the possible effects of the matter described in the basis for qualified opinion section of our report, 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.
Matters on which we are required to report by exception
Except for the matter described in the basis for qualified opinion section of our report, in the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
Arising solely from the limitation on the scope of our work relating to fixed assets, referred to above:
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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 parent company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
CHARNWOOD GROUP HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CHARNWOOD GROUP HOLDINGS LTD
- 8 -
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
We considered the nature of the parent company and group's business and its control environment. We also enquired of management about their identification and assessment of the risks of irregularities.
We obtained an understanding of the legal and regulatory framework in which the company and group operates and identified key laws and regulations that:
- Had a direct effect on the determination of material amounts and disclosures in the financial statements, which included the Companies Act 2006, tax legislation and payroll legislation; and
- Did not have a direct effect on the financial statements but compliance with which may be fundamental to the parent company and group's ability to operate.
We discussed among the audit engagement team the opportunities and incentives that may exist within the organisation for fraud and how / where fraud might occur in the financial statements.
In common with all audits under ISA's (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of accounting adjustments and journal entries, assessed whether accounting estimates were reasonable and accurate and reviewed the accounting records for any significant or unusual transactions.
In addition, our procedures to respond to the risks identified included:
- Reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provision of relevant laws and regulations described as having a direct effect on the financial statements;
- Performing analytical procedures to identify any unusual or unexpected variances that may indicate risks of material misstatement due to fraud;
- Enquiring of management about any instances of non-compliance with laws and regulations and any instances of known or suspected fraud; and
- Reviewing the latest available Care Quality Commission inspection reports for all registered homes operated by the group.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment forgery, collusion, omission or misrepresentation.
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.
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.
CHARNWOOD GROUP HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CHARNWOOD GROUP HOLDINGS LTD
- 9 -
Philip Handley FCA (Senior Statutory Auditor)
For and on behalf of HSKSG Audit Limited
11 February 2025
Chartered Accountants
Statutory Auditor
3rd Floor
Butt Dyke House
33 Park Row
Nottingham
NG1 6EE
CHARNWOOD GROUP HOLDINGS LTD
GROUP INCOME STATEMENT
FOR THE YEAR ENDED 31 MAY 2024
- 10 -
2024
2023
as restated
Notes
£
£
Turnover
3
8,991,055
5,996,400
Cost of sales
(5,342,082)
(3,646,281)
Gross profit
3,648,973
2,350,119
Administrative expenses
(2,464,631)
(2,014,913)
Other operating income
1,264
17,063
Operating profit
4
1,185,606
352,269
Interest receivable and similar income
7
63,620
26,554
Interest payable and similar expenses
8
(343,466)
(194,359)
Profit before taxation
905,760
184,464
Tax on profit
9
(333,678)
(291,904)
Profit/(loss) for the financial year
23
572,082
(107,440)
Profit/(loss) for the financial year is all attributable to the owners of the parent company.
CHARNWOOD GROUP HOLDINGS LTD
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MAY 2024
- 11 -
2024
2023
as restated
£
£
Profit/(loss) for the year
572,082
(107,440)
Other comprehensive income
Revaluation of tangible fixed assets
1,984,607
6,829,179
Tax relating to other comprehensive income
(433,301)
(1,401,475)
Other comprehensive income for the year
1,551,306
5,427,704
Total comprehensive income for the year
2,123,388
5,320,264
Total comprehensive income for the year is all attributable to the owners of the parent company.
CHARNWOOD GROUP HOLDINGS LTD
GROUP STATEMENT OF FINANCIAL POSITION
- 12 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Goodwill
11
822,454
665,004
Tangible assets
12
17,428,083
12,020,166
18,250,537
12,685,170
Current assets
Debtors
15
548,017
399,819
Cash at bank and in hand
960,467
2,290,386
1,508,484
2,690,205
Creditors: amounts falling due within one year
16
(2,127,985)
(1,581,964)
Net current (liabilities)/assets
(619,501)
1,108,241
Total assets less current liabilities
17,631,036
13,793,411
Creditors: amounts falling due after more than one year
17
(4,438,455)
(3,255,226)
Provisions for liabilities
Deferred tax liability
19
2,153,609
1,597,601
(2,153,609)
(1,597,601)
Net assets
11,038,972
8,940,584
Capital and reserves
Called up share capital
21
100
100
Revaluation reserve
22
6,903,565
5,401,451
Profit and loss reserves
23
4,135,307
3,539,033
Total equity
11,038,972
8,940,584
These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.
The financial statements were approved by the board of directors and authorised for issue on 11 February 2025 and are signed on its behalf by:
11 February 2025
Mr Sagar Raja
Mr Shivam Raja
Director
Director
Company registration number 10342905 (England and Wales)
CHARNWOOD GROUP HOLDINGS LTD
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 MAY 2024
31 May 2024
- 13 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
12
13,312,894
7,850,000
Investments
13
2,268,905
2,268,805
15,581,799
10,118,805
Current assets
Debtors
15
358,775
6,453
Cash at bank and in hand
453,920
1,914,363
812,695
1,920,816
Creditors: amounts falling due within one year
16
(5,423,754)
(4,484,893)
Net current liabilities
(4,611,059)
(2,564,077)
Total assets less current liabilities
10,970,740
7,554,728
Creditors: amounts falling due after more than one year
17
(4,438,455)
(2,933,969)
Provisions for liabilities
Deferred tax liability
19
1,712,162
1,136,615
(1,712,162)
(1,136,615)
Net assets
4,820,123
3,484,144
Capital and reserves
Called up share capital
21
100
100
Revaluation reserve
22
4,748,648
3,223,077
Profit and loss reserves
23
71,375
260,967
Total equity
4,820,123
3,484,144
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £170,363 (2023 - £120,066 loss).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved by the board of directors and authorised for issue on 11 February 2025 and are signed on its behalf by:
11 February 2025
Mr Sagar Raja
Mr Shivam Raja
Director
Director
Company registration number 10342905 (England and Wales)
CHARNWOOD GROUP HOLDINGS LTD
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MAY 2024
- 14 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
As restated for the period ended 31 May 2023:
Balance at 1 June 2022
100
-
1,580,412
1,580,512
Effect of change in accounting policy
-
-
2,043,808
2,043,808
As restated
100
3,624,220
3,624,320
Year ended 31 May 2023:
Loss for the year
-
-
(107,440)
(107,440)
Other comprehensive income:
Revaluation of tangible fixed assets
-
6,829,179
-
6,829,179
Tax relating to other comprehensive income
-
(1,401,475)
(1,401,475)
Total comprehensive income
-
5,427,704
(107,440)
5,320,264
Dividends
10
-
-
(4,000)
(4,000)
Transfers
-
-
26,253
26,253
Other movements
-
(26,253)
-
(26,253)
Balance at 31 May 2023
100
5,401,451
3,539,033
8,940,584
Year ended 31 May 2024:
Profit for the year
-
-
572,082
572,082
Other comprehensive income:
Revaluation of tangible fixed assets
-
1,984,607
-
1,984,607
Tax relating to other comprehensive income
-
(433,301)
(433,301)
Total comprehensive income
-
1,551,306
572,082
2,123,388
Dividends
10
-
-
(25,000)
(25,000)
Transfers
-
-
49,192
49,192
Other movements
-
(49,192)
-
(49,192)
Balance at 31 May 2024
100
6,903,565
4,135,307
11,038,972
CHARNWOOD GROUP HOLDINGS LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MAY 2024
- 15 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
As restated for the period ended 31 May 2023:
Balance at 1 June 2022
100
381,033
381,133
Year ended 31 May 2023:
Loss for the year
-
-
(120,066)
(120,066)
Other comprehensive income:
Revaluation of tangible fixed assets
-
4,203,213
-
4,203,213
Tax relating to other comprehensive income
-
(980,136)
(980,136)
Total comprehensive income
-
3,223,077
(120,066)
3,103,011
Balance at 31 May 2023
100
3,223,077
260,967
3,484,144
Year ended 31 May 2024:
Profit for the year
-
-
(170,363)
(170,363)
Other comprehensive income:
Revaluation of tangible fixed assets
-
1,984,607
-
1,984,607
Tax relating to other comprehensive income
-
(453,265)
(453,265)
Total comprehensive income
-
1,531,342
(170,363)
1,360,979
Dividends
10
-
-
(25,000)
(25,000)
Transfers
-
-
5,771
5,771
Other movements
-
(5,771)
-
(5,771)
Balance at 31 May 2024
100
4,748,648
71,375
4,820,123
CHARNWOOD GROUP HOLDINGS LTD
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MAY 2024
- 16 -
2024
2023
as restated
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
2,109,174
1,263,603
Interest paid
(343,466)
(194,359)
Income taxes (paid)/refunded
(158,884)
41,642
Net cash inflow from operating activities
1,606,824
1,110,886
Investing activities
Purchase of intangible assets
(338,961)
-
Purchase of tangible fixed assets
(3,775,860)
(43,176)
Repayment of loans
23,260
(23,260)
Interest received
63,620
26,554
Net cash used in investing activities
(4,027,941)
(39,882)
Financing activities
Proceeds from new bank loans
4,800,000
-
Repayment of bank loans
(3,683,802)
(268,676)
Dividends paid to equity shareholders
(25,000)
(4,000)
Net cash generated from/(used in) financing activities
1,091,198
(272,676)
Net (decrease)/increase in cash and cash equivalents
(1,329,919)
798,328
Cash and cash equivalents at beginning of year
2,290,386
1,492,058
Cash and cash equivalents at end of year
960,467
2,290,386
CHARNWOOD GROUP HOLDINGS LTD
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MAY 2024
- 17 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
28
1,060,640
1,792,667
Interest paid
(335,882)
(181,796)
Income taxes (paid)/refunded
(28,271)
48,353
Net cash inflow from operating activities
696,487
1,659,224
Investing activities
Purchase of tangible fixed assets
(3,674,772)
Purchase of subsidiaries
(100)
(100)
Interest received
62,299
23,772
Net cash (used in)/generated from investing activities
(3,612,573)
23,672
Financing activities
Proceeds from new bank loans
4,800,000
-
Repayment of bank loans
(3,319,357)
(229,358)
Dividends paid to equity shareholders
(25,000)
-
Net cash generated from/(used in) financing activities
1,455,643
(229,358)
Net (decrease)/increase in cash and cash equivalents
(1,460,443)
1,453,538
Cash and cash equivalents at beginning of year
1,914,363
460,825
Cash and cash equivalents at end of year
453,920
1,914,363
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024
- 18 -
1
Accounting policies
Company information
Charnwood Group Holdings Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Unit 2, Forest Business Park, Oswin Road, Leicester, LE3 1HR.
The group consists of Charnwood Group Holdings Ltd and all of its subsidiaries.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.2
Prior period adjustment
On 11 July 2023 the entire share capital of St Martin’s Residential Homes Limited was acquired by the group. This met the conditions under FRS 102 to be accounted for as a group reconstruction. Therefore the comparative figures to the financial statements for 2023 have been restated to account for St Martin’s Residential Homes Limited and its subsidiary company as if it was part of the group throughout the 2023 accounting period. Note 31 to these financial statements confirms the financial effect of this adjustment.
1.3
Business combinations
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.
Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.
1.4
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Charnwood Group Holdings Ltd 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 May 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.
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 19 -
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.
Investments in joint ventures and associates are carried in the group statement of financial position at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.
If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.
Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.
1.5
Going concern
The current liabilities of the group exceeded its current assets by £619,501 (2023: £1,108,241 assets exceed liabilities)
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Furthermore the group's banking facilities were renewed in September 2024. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.6
Turnover
The turnover shown in the profit and loss account represents nursing and residential care services provided during the year. The turnover is recognised on the basis of days the service was provided.
1.7
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.8
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 20 -
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Freehold land and buildings
2% straight line
Leasehold improvements
2% straight line
Fixtures and fittings
25% reducing balance and 20% reducing balance
Computers
33.3% straight line
Motor vehicles
25% reducing balance
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 income statement.
Properties whose fair value can be measured reliably are held under the revaluation model and are carried at a revalued amount, being their fair value at the date of valuation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. The fair value of the land and buildings is usually considered to be their market value.
Revaluation gains and losses are recognised in other comprehensive income and accumulated in equity, except to the extent that a revaluation gain reverses a revaluation loss previously recognised in profit or loss or a revaluation loss exceeds the accumulated revaluation gains recognised in equity; such gains and loss are recognised in profit or loss.
1.9
Fixed asset investments
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities 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.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.
Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.
In the parent company financial statements, investments in associates are accounted for at cost less impairment.
Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 21 -
1.10
Impairment of fixed assets
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 company 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.
1.11
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.12
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's statement of financial position 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
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.
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 22 -
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
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 or loss.
Derecognition of financial assets
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.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including 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.
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 23 -
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
1.13
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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
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 income statement, 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.
1.14
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 24 -
1.15
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.16
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
1.17
Government grants
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Sales of services
8,991,055
5,996,400
2024
2023
£
£
Other revenue
Interest receivable
63,620
26,554
Grants received
-
8,673
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 25 -
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Government grants
-
(8,673)
Fees payable to the group's auditor for the audit of the group's financial statements
27,000
15,000
Depreciation of owned tangible fixed assets
352,550
211,173
(Profit)/loss on disposal of tangible fixed assets
-
285,299
Amortisation of intangible assets
181,511
158,362
(Profit)/loss on disposal of intangible assets
-
33,497
Operating lease charges
20,550
(178,191)
5
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
329
169
22
Their aggregate remuneration comprised:
Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
5,097,380
3,387,748
284,509
Social security costs
7,163
4,604
4,644
-
Pension costs
73,548
47,226
3,242
5,178,091
3,439,578
292,395
6
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
98,719
38,849
Company pension contributions to defined contribution schemes
-
207
98,719
39,056
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to nil.
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 26 -
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
63,137
25,094
Other interest income
483
1,460
Total income
63,620
26,554
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
63,137
25,094
8
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
343,330
193,687
Other finance costs:
Other interest
136
672
Total finance costs
343,466
194,359
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
210,971
154,014
Adjustments in respect of prior periods
(58,236)
Total current tax
210,971
95,778
Deferred tax
Origination and reversal of timing differences
122,707
161,332
Changes in tax rates
10,817
Other adjustments
23,977
Total deferred tax
122,707
196,126
Total tax charge
333,678
291,904
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
9
Taxation
(Continued)
- 27 -
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
905,760
184,464
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 20.00%)
226,441
36,898
Tax effect of expenses that are not deductible in determining taxable profit
2,846
14,115
Tax effect of utilisation of tax losses not previously recognised
(14,245)
Permanent capital allowances in excess of depreciation
104,391
313,372
Under/(over) provided in prior years
(58,236)
Taxation charge
333,678
291,904
In addition to the amount charged to the income statement, the following amounts relating to tax have been recognised directly in other comprehensive income:
2024
2023
£
£
Deferred tax arising on:
Revaluation of property
433,301
1,401,475
10
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Interim paid
25,000
4,000
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 28 -
11
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 June 2023
2,108,632
Additions
338,961
At 31 May 2024
2,447,593
Amortisation and impairment
At 1 June 2023
1,443,628
Amortisation charged for the year
181,511
At 31 May 2024
1,625,139
Carrying amount
At 31 May 2024
822,454
At 31 May 2023
665,004
The company had no intangible fixed assets at 31 May 2024 or 31 May 2023.
12
Tangible fixed assets
Group
Freehold land and buildings
Leasehold improvements
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
Cost or valuation
At 1 June 2023
11,690,000
135,224
721,851
23,411
7,420
12,577,906
Additions
3,665,341
17,741
66,209
26,569
3,775,860
Revaluation
1,830,536
1,830,536
At 31 May 2024
17,185,877
152,965
788,060
49,980
7,420
18,184,302
Depreciation and impairment
At 1 June 2023
42,733
18,967
484,612
9,573
1,855
557,740
Depreciation charged in the year
271,307
3,059
62,783
13,546
1,855
352,550
Revaluation
(154,071)
(154,071)
At 31 May 2024
159,969
22,026
547,395
23,119
3,710
756,219
Carrying amount
At 31 May 2024
17,025,908
130,939
240,665
26,861
3,710
17,428,083
At 31 May 2023
11,647,267
116,257
237,239
13,838
5,565
12,020,166
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
12
Tangible fixed assets
(Continued)
- 29 -
Company
Freehold land and buildings
Fixtures and fittings
Computers
Total
£
£
£
£
Cost or valuation
At 1 June 2023
7,850,000
7,850,000
Additions
3,665,341
6,360
3,071
3,674,772
Revaluation
1,830,536
1,830,536
At 31 May 2024
13,345,877
6,360
3,071
13,355,308
Depreciation and impairment
At 1 June 2023
Depreciation charged in the year
194,507
954
1,024
196,485
Revaluation
(154,071)
(154,071)
At 31 May 2024
40,436
954
1,024
42,414
Carrying amount
At 31 May 2024
13,305,441
5,406
2,047
13,312,894
At 31 May 2023
7,850,000
7,850,000
Freehold land and buildings with a carrying amount of £17,025,908 (2023 - £11,647,267) have been pledged to secure borrowings of the group. The group is not allowed to pledge these assets as security for other borrowings or to sell them to another entity.
Land and buildings with a carrying amount of £13,305,441 (2023: £7,850,000) were revalued at 31 May 2024 by the directors using the professional valuations done during the year by Colliers International Property Consultants Limited.
The revaluation surplus is disclosed in note 22.
The following assets are carried at valuation. If the assets were measured using the cost model, the carrying amounts would be as follows:
Freehold property
2024
2023
£
£
Group
Cost
9,214,765
4,956,865
Accumulated depreciation
(859,750)
(651,432)
Carrying value
8,355,015
4,305,433
Company
Cost
7,545,798
3,929,456
Accumulated depreciation
(354,958)
(282,668)
Carrying value
7,190,840
3,646,788
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 30 -
13
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
14
2,268,905
2,268,805
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 June 2023
2,268,805
Additions
100
At 31 May 2024
2,268,905
Carrying amount
At 31 May 2024
2,268,905
At 31 May 2023
2,268,805
14
Subsidiaries
Details of the company's subsidiaries at 31 May 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Dwell Limited
Unit 2 Forest Business Park, Oswin Road, Leicester, England, LE3 1HR
Ordinary
0
100.00
Dwell Holdings Limited
Unit 2 Forest Business Park, Oswin Road, Leicester, England, LE3 1HR
Ordinary A, B, C
100.00
-
S2 Care Limited
Unit 2 Forest Business Park, Oswin Road, Leicester, England, LE3 1HR
Ordinary
100.00
-
S3 Care Limited
Unit 2 Forest Business Park, Oswin Road, Leicester, England, LE3 1HR
Ordinary
100.00
-
S4 Care Limited
Unit 2 Forest Business Park, Oswin Road, Leicester, England, LE3 1HR
Ordinary
100.00
-
S5 Care Limited
Unit 2 Forest Business Park, Oswin Road, Leicester, England, LE3 1HR
Ordinary
100.00
-
S6 Care Limited
Unit 2 Forest Business Park, Oswin Road, Leicester, England, LE3 1HR
Ordinary
100.00
-
St Martin's Residential Homes Ltd
Unit 2 Forest Business Park, Oswin Road, Leicester, England, LE3 1HR
Ordinary
100.00
-
T&K Stevenson Limited
Unit 2 Forest Business Park, Oswin Road, Leicester, England, LE3 1HR
Ordinary
0
100.00
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
14
Subsidiaries
(Continued)
- 31 -
The following subsidiaries have claimed audit exemption for the year ended 31 May 2024 under S479A of the Companies Act 2006, as the parent company has provided a guarantee in accordance with S479C of the Companies Act 1986: Dwell Holdings Limited (registered number 04107829); Dwell Limited (registered number 01987431); S2 Care Ltd (registered number 12807088); S3 Care Ltd (registered number 11467527); S4 Care Ltd (registered number 11342523) and S5 Care Ltd (registered number 12223131); S6 Care Ltd (registered number 15235063); St Martin's Residential Homes Ltd (registered number 05836212); T&K Stevenson Ltd (registered number 08275885).
15
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
431,705
299,915
70,350
Unpaid share capital
100
100
Amounts owed by group undertakings
-
-
272,143
-
Other debtors
10,754
36,317
Prepayments and accrued income
105,458
63,487
16,282
6,453
548,017
399,819
358,775
6,453
16
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans
18
219,266
286,297
219,266
243,109
Trade creditors
275,777
84,316
43,167
Amounts owed to group undertakings
4,874,355
2,343,966
Corporation tax payable
210,970
158,883
1
28,272
Other taxation and social security
90,656
31,621
10,181
-
Other creditors
283,862
489,231
234,167
1,840,146
Accruals and deferred income
1,047,454
531,616
42,617
29,400
2,127,985
1,581,964
5,423,754
4,484,893
17
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
18
4,438,455
3,255,226
4,438,455
2,933,969
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 32 -
18
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
4,657,721
3,541,523
4,657,721
3,177,078
Payable within one year
219,266
286,297
219,266
243,109
Payable after one year
4,438,455
3,255,226
4,438,455
2,933,969
The long-term loans of £4,657,721 (2023: £3,177,078) are secured by fixed charges over the properties and undertaking on the parent company.
Barclays Bank PLC hold a fixed and floating charge, and a negative pledge over the properties and undertakings of the parent company.
19
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
2024
2023
Group
£
£
Accelerated capital allowances
2,153,609
1,597,601
Liabilities
Liabilities
2024
2023
Company
£
£
Accelerated capital allowances
1,712,162
1,136,615
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 June 2023
1,597,601
1,136,615
Charge to profit or loss
122,707
122,282
Charge to other comprehensive income
433,301
453,265
Liability at 31 May 2024
2,153,609
1,712,162
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 33 -
20
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
73,548
47,226
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.
21
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100
22
Revaluation reserve
Group
Company
2024
2023
2024
2023
£
£
£
£
Prior year adjustment
567,073
-
-
-
At the beginning of the year
5,401,451
3,223,077
Revaluation surplus arising in the year
1,984,607
6,829,179
1,984,607
4,203,213
Deferred tax on revaluation of tangible assets
(433,301)
(1,401,475)
(453,265)
(980,136)
Other movements
(49,192)
(26,253)
(5,771)
-
At the end of the year
6,903,565
5,401,451
4,748,648
3,223,077
This reserve records the value of assets revaluations and fair value movements on assets recognised in other comprehensive income. Amounts representing the equivalent depreciation are transferred to retained earnings each year.
23
Profit and loss reserves
Group
Company
2024
2023
2024
2023
as restated
as restated
£
£
£
£
At the beginning of the year
1,699,627
1,580,412
260,967
381,033
Prior year adjustment
1,839,406
2,043,808
-
-
As restated
3,539,033
3,624,220
260,967
381,033
Profit/(loss) for the year
572,082
(107,440)
(170,363)
(120,066)
Dividends
(25,000)
(4,000)
(25,000)
-
Transfer from revaluation reserve
49,192
26,253
5,771
-
At the end of the year
4,135,307
3,539,033
71,375
260,967
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 34 -
24
Operating lease commitments
Lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
18,000
18,000
18,000
-
Between two and five years
63,000
42,000
63,000
-
81,000
60,000
81,000
-
25
Events after the reporting date
On 23 September 2024 the group acquired the entire share capital of A L A Care Limited for an amount in excess of £7m.
26
Related party transactions
Transactions with related parties
During the year the group entered into the following transactions with related parties:
Management charges
2024
2023
£
£
Group
Other related parties
19,600
107,800
Company
Key management personnel
18,000
-
The following amounts were outstanding at the reporting end date:
Amounts due to related parties
2024
2023
£
£
Group
Other related parties
120,000
1,420,440
Company
Other related parties
120,000
-
Other related parties
-
1,416,405
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 35 -
27
Cash generated from group operations
2024
2023
£
£
Profit/(loss) for the year after tax
572,082
(107,440)
Adjustments for:
Taxation charged
333,678
291,904
Finance costs
343,466
194,359
Investment income
(63,620)
(26,554)
(Gain)/loss on disposal of tangible fixed assets
-
285,299
(Gain)/loss on disposal of intangible assets
-
33,497
Amortisation and impairment of intangible assets
181,511
158,362
Depreciation and impairment of tangible fixed assets
352,550
211,173
Movements in working capital:
Increase in debtors
(171,458)
(733,194)
Increase in creditors
560,965
956,197
Cash generated from operations
2,109,174
1,263,603
28
Cash generated from operations - company
2024
2023
£
£
Loss for the year after tax
(170,363)
(120,066)
Adjustments for:
Taxation charged
122,282
184,751
Finance costs
335,882
181,796
Investment income
(62,299)
(23,772)
Depreciation and impairment of tangible fixed assets
196,485
78,589
Movements in working capital:
Increase in debtors
(352,322)
(6,453)
Increase in creditors
990,975
1,497,822
Cash generated from operations
1,060,640
1,792,667
29
Analysis of changes in net debt - group
1 June 2023
Cash flows
31 May 2024
£
£
£
Cash at bank and in hand
2,290,386
(1,329,919)
960,467
Borrowings excluding overdrafts
(3,541,523)
(1,116,198)
(4,657,721)
(1,251,137)
(2,446,117)
(3,697,254)
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 36 -
30
Analysis of changes in net debt - company
1 June 2023
Cash flows
31 May 2024
£
£
£
Cash at bank and in hand
1,914,363
(1,460,443)
453,920
Borrowings excluding overdrafts
(3,177,078)
(1,480,643)
(4,657,721)
(1,262,715)
(2,941,086)
(4,203,801)
31
Prior period adjustment
Reconciliation of changes in equity - group
1 June
31 May
2022
2023
£
£
Adjustments to prior year
Loss for St Martins group brought into the accounts
-
(179,733)
Amortisation of the investment in T&K Stevenson Ltd
-
(21,458)
Introduction of opening revaluation reserve
-
457,126
Dividend paid
-
(4,000)
Introduction of retained earnings
-
2,043,808
Deferred tax adjustment
-
110,736
Total adjustments
-
2,406,479
Equity as previously reported
1,580,512
6,534,105
Equity as adjusted
1,580,512
8,940,584
Analysis of the effect upon equity
Revaluation reserve
-
567,073
Profit and loss reserves
-
1,839,406
-
2,406,479
Reconciliation of changes in profit/loss for the previous financial period
2023
£
Adjustments to prior year
Loss for St Martins group brought into the accounts
(179,733)
Amortisation of the investment in T&K Stevenson Ltd
(21,458)
Total adjustments
(201,191)
Profit as previously reported
93,751
Loss as adjusted
(107,440)
Reconciliation of changes in equity - company
The prior period adjustments do not give rise to any effect upon equity.
CHARNWOOD GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
31
Prior period adjustment
(Continued)
- 37 -
Reconciliation of changes in loss for the previous financial period
2023
£
Adjustments to prior year
Total adjustments
-
Loss as previously reported
(120,066)
Loss as adjusted
(120,066)
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