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REGISTERED NUMBER: 12570881 (England and Wales)















STRATEGIC REPORT, REPORT OF THE DIRECTOR AND

FINANCIAL STATEMENTS FOR THE PERIOD 29TH MAY 2022 TO 27TH MAY 2023

FOR

S&PB RETAIL LIMITED

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

CONTENTS OF THE FINANCIAL STATEMENTS
for the Period 29th May 2022 to 27th May 2023










Page

Company Information 1

Strategic Report 2

Report of the Director 5

Report of the Independent Auditors 7

Profit and Loss Account 11

Balance Sheet 12

Statement of Changes in Equity 13

Cash Flow Statement 14

Notes to the Financial Statements 15


S&PB RETAIL LIMITED

COMPANY INFORMATION
for the Period 29th May 2022 to 27th May 2023







DIRECTOR: Ms K Wood





REGISTERED OFFICE: 1 Calverley Road
Oulton
Leeds
LS26 8JD





REGISTERED NUMBER: 12570881 (England and Wales)





AUDITORS: Xeinadin Audit Limited
100 Barbirolli Square
Manchester
M2 3BD

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

STRATEGIC REPORT
for the Period 29th May 2022 to 27th May 2023


The director presents her strategic report for the 52 week period ending on the final Saturday of May (29 May 2022 to 27 May 2023).

PRINCIPAL ACTIVITY
The company operates as a retail bakery chain under the Sayers and Poundbakery brand, managing multiple retail outlets in England and Wales.

REVIEW OF BUSINESS
During the period, the company underwent significant restructuring, dividing into seven separate entities, to give us a greater understanding of the changes being faced with our products through regionality.

Sales for the year were £42.99m (2022: £36.37m) which is an increase from the previous period of 18%. Gross profit margin is in line with expectations at 61% (2022: 59%). The company made an operating profit of £463k (2022: operating loss of £509K).

The company statement of financial position shows that the company had net liabilities of £484k (2022: £947k) and cash at bank and in hand of £266k (2022: £275k).

PRINCIPAL RISKS AND UNCERTAINTIES
The company faced various external pressures, including:

- Rising energy and material costs.
- Geopolitical instability, particularly the war in Ukraine.

-
Post-Pandemic Recovery - The pandemic has drastically altered consumer behaviour and the high street retail
environment, leading to reduced footfall, and changing spending patterns.

Strategic Response Measures
The company implemented the following measures to ensure sustainability and mitigate the risks faced

Operational adjustments:
- Closure of under performing stores.
- Focus on opening new outlets in high-growth areas.
- Location support via landlords.

Product and market expansion:
- Enhancing breakfast menu options.
- Extending store hours to increase market share.
- Investment in products to match the best in market but at a cheaper price.

Investment
- Upgrading IT systems for greater operational efficiency and data management.

Price adjustments
- Applying targeted price increases to safeguard margins whilst remaining competitive.

With these strategic initiatives in place, S&PB Retail Ltd is now in a stronger position to meet its financial obligations.


S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

STRATEGIC REPORT
for the Period 29th May 2022 to 27th May 2023

SECTION 172(1) STATEMENT
Introduction
This statement, made pursuant to section 172(1) of the Companies Act 2006, describes how the director of S&PB Retail Limited has dealt with the duties set out in that section when performing her duty to promote the success of the Company for the benefit of its members as a whole, in the decisions she has taken during the financial year ended 27 May 2023.

Our Approach
The director and senior management recognise the importance of considering the long-term consequences of their decisions and the impact of the Company's operations on a wide range of stakeholders. We strive to maintain a balanced approach, considering the interests of our employees, customers, suppliers, the environment, and the communities in which we operate, alongside the need to deliver sustainable returns for our shareholders. This is embedded in our mission statement.

Key Stakeholders and Considerations
During the financial year, the director and senior management have specifically considered the interests of the following key stakeholders:

Employees: The director and senior management recognise that our employees are vital to our success, and we promote effective engagement with all our employees. We have engaged with them through regular team meetings, staff surveys, suggestion schemes and employee forums. Key decisions impacting employees during the year included changes to compensation and benefits, training and development programs, health and safety initiatives, diversity, and inclusion programs. We have considered the impact of these decisions on employee morale, engagement, and well-being.

Customers: We are committed to providing our customers with high-quality products at sensible prices in a favourable environment. We actively seek customer feedback through surveys, reviews, social media and use this to inform our decisions. During the year, the business has invested in the savoury category and continue to be bigger and better than our direct competitors and cheaper than similar businesses.

Suppliers: We aim to build strong and mutually beneficial relationships with our suppliers. We engage with them through regular meetings, supplier forums, performance reviews. We have considered the impact of our decisions on our supply chain, including ethical sourcing practices, fair payment terms and supporting local businesses.

Environment: We are committed to minimising our environmental impact and take our responsibility to ESG (Economic, Social and Corporate Governance) extremely seriously and the likely consequences of all our long term-term decision making is part of our ongoing risk management process. During the year, we have experimented with new ovens to minimize environmental impact and introduced a targeted waste reduction program.

Communities: We recognise our responsibility to the communities in which we operate and during the year, we have been active in product support for local charities and educational events. We actively cultivate a supportive and inclusive workplace where everyone feels valued. Our commitment to long-term sustainability guides our business practices. We are an equal opportunities employer, dedicated to fair and ethical dealings with all stakeholders. Clear conflict resolution procedures ensure a respectful and productive environment.

Conclusion
The director believe that they have acted in a way that is most likely to promote the success of the Company for the benefit of its members, having regard to the matters set out in section 172(1) of the Companies Act 2006.


S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

STRATEGIC REPORT
for the Period 29th May 2022 to 27th May 2023

KEY PERFORMANCE INDICATORS
2023 2022

Turnover 42,988,777 36,370,235
Gross profit 26,115,086 21,305,633
Gross margin percentage 60.75% 58.58%
Distribution costs 22,952,103 19,495,974
Administrative costs 2,699,722 2,607,615

- Company level financials - sales, gross margin percentage and overheads
- Shop level financials - turnover, overheads, sales per hour and unsold product.
- Health and safety - accidents, both reportable and other, trend analysis
- Employment - staff turnover and absence
- Food safety - testing results, complaint monitoring and trend analysis.

FUTURE DEVELOPMENTS
The company continues to focus on increasing sales, maintaining margins and reducing costs.

Following Covid the retail high street has changed, and the company has identified a small number of sites, in particular with high rents that are no longer profitable. The company will relocate from these shops into more profitable locations during the next two years.

Breakfast continues to be a growth area for the business and to capitalise on this opportunity we are extending opening hours and increasing our range to help maintain the growth of sales during the morning.

Building on the strength of its related company supply of savoury products it will be rolling out an extended pies and pasty range to its top 20 shops. This will be combined with improvements to its coffee offer, merchandising and price communication via TV screens in the shops to drive customer spend.

The company continues to make improvements to its back of house operations with the roll out of new IT solutions to increase efficiency and speed of information.

ON BEHALF OF THE BOARD:





Ms K Wood - Director


5th March 2025

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

REPORT OF THE DIRECTOR
for the Period 29th May 2022 to 27th May 2023


The director presents her report with the financial statements of the company for the period 29th May 2022 to 27th May 2023.

DIVIDENDS
No dividends will be distributed for the period ended 27th May 2023.

DIRECTOR
Ms K Wood held office during the whole of the period from 29th May 2022 to the date of this report.

The Company has agreed to indemnity its director against third party claims which may be brought against her and has put in place a director and officers insurance policy.

DISCLOSURE IN THE STRATEGIC REPORT
The Company has chosen, in accordance with Section 414 C(ii) of the Companies Act 2006, and as noted in this Directors' Report, to include certain matters in its Strategic Report that would otherwise be required to disclose in this Directors' Report, specifically in respect of the review of the business, future developments and key risks in the business.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES
The director is responsible for preparing the Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless she is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the director is required to:

-select suitable accounting policies and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-state whether applicable accounting standards have been followed, subject to any material departures disclosed and
explained in the financial statements;
-prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

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

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

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

REPORT OF THE DIRECTOR
for the Period 29th May 2022 to 27th May 2023


AUDITORS
In accordance with section 485 of the Companies Act 2006, Xeinadin Audit Limited will be proposed for reappointment.

ON BEHALF OF THE BOARD:





Ms K Wood - Director


5th March 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
S&PB RETAIL LIMITED


Qualified Opinion
We have audited the financial statements of S&PB Retail Limited (the 'company') for the period ended 27th May 2023 which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion, except for the effects of the matter described in the basis for qualifying opinion section, the financial statements:
-give a true and fair view of the state of the company's affairs as at 27 May 2023 and of its loss for the year then
ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for qualified opinion
We were not appointed as auditor of the company until after 28 May 2022 and thus did not observe the counting of physical inventories as at that date. We were unable to satisfy ourselves by alternative means concerning the inventory quantities held at 28 May 2022, which are included in the balance sheet comparatives at £769,867, by using other audit procedures. Consequently we were unable to determine whether any adjustment to this amount, as at 28 May 2022 was necessary.

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

Key audit matters
Except for the matter described in the basis for qualified opinion section and the material uncertainly related to going concern detailed below, we have determined that there are no key audit matters to be communicated in our report.

Material uncertainty related to going concern
We draw attention to note 2 in the financial statements, which indicates that the company's forecasts are sensitive to reasonably possible changes in consumer demand, costs and other possible cash outflows and that current economic conditions could impact on the future trading performance of the company and the company's main supplier upon which the company relies. As stated in note 2, these events or conditions, along with other matters as set forth in note 2, indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in preparation of the financial statements is appropriate.

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

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
S&PB RETAIL LIMITED


Other information
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.

In connection with out audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

As described in the basis for qualified opinion section of our report, we were unable to satisfy ourselves concerning the inventory quantities in the comparative year of £769,867 held at 28 May 2022. We have concluded that where the other information refers to the inventory balance or related balances such as cost of sales, it may be materially misstated for the same reason.

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

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

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 company and its 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 inventory, referred to above:

- we have not obtained all the information and explanations that we considered necessary for the purpose of our
audit; and
- we were unable to determine whether adequate accounting records have been kept.

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, or returns adequate for our audit have not been received from
branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of director's remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of director
As explained more fully in the Statement of Director's Responsibilities set out on page five, the director is 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 director determines 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 director is responsible for assessing the 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
S&PB RETAIL LIMITED


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

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

Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities including fraud and non-compliance with laws and regulations we have considered the following:

- The nature of the industry and sector, control environment and business performance including the company's remuneration policies, bonus levels and performance targets;
- Results of the enquiries of management about their own identification and assessment of the risks of irregularities;
- Any matters we have identified having obtained and reviewed the company's documentation of their policies and procedures relating to:
- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of noncompliance;
- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;
- the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;
- the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud is the timing of recognition of income and going concern. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory frameworks that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included UK Companies Act, environmental laws, employment law, health and safety, pensions legislation and tax legislation.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty.


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
S&PB RETAIL LIMITED

Audit response to risks identified
Our procedures to respond to risks identified included the following:
- reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
- enquiring of management concerning actual and potential litigation and claims;
- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
- reading minutes of meetings of those charged with governance and reviewing correspondence with HMRC; and
- in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

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

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




Richard Lloyd (Senior Statutory Auditor)
for and on behalf of Xeinadin Audit Limited
100 Barbirolli Square
Manchester
M2 3BD

5th March 2025

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

PROFIT AND LOSS ACCOUNT
for the Period 29th May 2022 to 27th May 2023

Period Period
29/5/22 1/6/21
to to
27/5/23 28/5/22
Notes £    £   

TURNOVER 3 42,988,777 36,370,235

Cost of sales (16,873,691 ) (15,064,602 )
GROSS PROFIT 26,115,086 21,305,633

Selling and distribution costs (22,952,103 ) (19,495,974 )
Administrative expenses (2,699,722 ) (2,607,615 )
463,261 (797,956 )

Other operating income - 288,807
OPERATING PROFIT/(LOSS) 5 463,261 (509,149 )


Interest payable and similar expenses 6 - (11,296 )
PROFIT/(LOSS) BEFORE TAXATION 463,261 (520,445 )

Tax on profit/(loss) 7 - (5,780 )
PROFIT/(LOSS) FOR THE FINANCIAL
PERIOD

463,261

(526,225

)

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

BALANCE SHEET
27th May 2023

2023 2022
Notes £    £   
FIXED ASSETS
Intangible assets 8 55,984 44,813
Tangible assets 9 602,220 366,833
658,204 411,646

CURRENT ASSETS
Stocks 10 1,104,452 769,867
Debtors 11 9,248,906 1,426,680
Cash at bank and in hand 265,528 274,599
10,618,886 2,471,146
CREDITORS
Amounts falling due within one year 12 (11,760,791 ) (3,813,954 )
NET CURRENT LIABILITIES (1,141,905 ) (1,342,808 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(483,701

)

(931,162

)

PROVISIONS FOR LIABILITIES 14 - (15,800 )
NET LIABILITIES (483,701 ) (946,962 )

CAPITAL AND RESERVES
Called up share capital 15 2 2
Retained earnings 16 (483,703 ) (946,964 )
SHAREHOLDERS' FUNDS (483,701 ) (946,962 )

The financial statements were approved by the director and authorised for issue on 5th March 2025 and were signed by:





Ms K Wood - Director


S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

STATEMENT OF CHANGES IN EQUITY
for the Period 29th May 2022 to 27th May 2023

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1st June 2021 2 (420,739 ) (420,737 )
Deficit for the period - (526,225 ) (526,225 )
Total comprehensive loss - (526,225 ) (526,225 )
Balance at 28th May 2022 2 (946,964 ) (946,962 )
Profit for the period - 463,261 463,261
Total comprehensive income - 463,261 463,261
Balance at 27th May 2023 2 (483,703 ) (483,701 )

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

CASH FLOW STATEMENT
for the Period 29th May 2022 to 27th May 2023

Period Period
29/5/22 1/6/21
to to
27/5/23 28/5/22
Notes £    £   
Cash flows from operating activities
Cash generated from operations 19 335,980 (514,296 )
Finance costs paid - (11,296 )
Net cash from operating activities 335,980 (525,592 )

Cash flows from investing activities
Purchase of intangible fixed assets (20,000 ) (51,642 )
Purchase of tangible fixed assets (325,051 ) (246,705 )
Sale of tangible fixed assets - 2,869
Net cash from investing activities (345,051 ) (295,478 )

Decrease in cash and cash equivalents (9,071 ) (821,070 )
Cash and cash equivalents at beginning
of period

20

274,599

1,095,669

Cash and cash equivalents at end of
period

20

265,528

274,599

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

NOTES TO THE FINANCIAL STATEMENTS
for the Period 29th May 2022 to 27th May 2023


1. STATUTORY INFORMATION

S&PB Retail Limited is a private company limited by shares and is registered and incorporated in England and Wales, registration number 12570881. The registered office is 1 Calverley Road, Oulton, Leeds, LS26 8JD and the principal place of business is 16-18 Gower Street, Farnworth, Bolton, BL4 7EY.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

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 £.

Going concern
The director has conducted a review of the following at the time of approving the financial statements by completing a week by week forecast for the next 52 weeks. The director is aware of certain material uncertainties which may cast doubt on the company's ability to continue as a going concern as follows:

- The forecasts assume that the company's relationship with its main supplier, who is a related party, will continue for
the foreseeable future. The company relies on the supplier for providing general operational support, certain products,
benefits from the dual sourcing ability with regards to certain contracts due to scale, and distribution vehicles. Should
that relationship be terminated, demand may be interrupted. In this case, the company would look to procure from
alternative suppliers.

- The company has made a formal application for a time-to-pay (TTP) agreement in respect of outstanding subsequent
liabilities with HMRC. If the Company is unable to reach an agreement with HMRC regarding the TTP, this may have a
significant impact on the Company's ability to continue as a Going Concern.

The presence of these conditions and the absence of alternative committed financing facilities, mean that a material uncertainty exists that may cast doubt on the company's ability to continue as a going concern. The relationship with its main supplier remains strong and thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

Turnover
Turnover is measured net of discounts, promotions and value added taxation.

Retail sales
Revenue from the sale of goods is recognised as income on receipt of cash or card payment. Revenue from delivery services is included in retail sales and is recognised upon delivery.

Management services
Revenue from the provision of management services is recognised in the period that the service was provided.

Intangible assets
Intangible assets are represented by computer software and a trademark.

Computer software is capitalised where there is a clearly defined project, related expenditure is separately identifiable and it has been assessed for technical and commercial viability.

Amortisation is calculated to write off the cost of the intangible assets over their useful life as follows:

Computer software -20% on cost
Trademarks-10% on cost

The carrying amounts of the company's assets are reviewed for impairment when events or changes in circumstances indicate that the carrying amount of the fixed asset may not be recoverable. If any such indication exists, the asset's recoverable amount is estimated and an impairment provision made if appropriate.

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Period 29th May 2022 to 27th May 2023


2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses.

Depreciation on tangible fixed assets is charged to the profit and loss so as to write off their value, over their estimated useful lives, using the following methods:

Plant and equipment-10% - 50% on cost
Fixtures and fittings -10% on cost

At each balance sheet date, the company reviews the carrying amounts of its tangible fixed assets to determine whether there is any indication that any items of plant and equipment have suffered an impairment loss. If any such indication exists, the recoverable amount of an 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 the asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. Impairment loss is recognised as an expense immediately.

Government grants
Government grants are recognised on the accrual model and are measured at fair value of the asset receivable. Grants are classified as relating either to other income or to assets. Grants related to other income are recognised in profit or loss over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.

Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Taxation
Taxation for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Period 29th May 2022 to 27th May 2023


2. ACCOUNTING POLICIES - continued

Pension costs and other post-retirement benefits
The company makes payments into a defined contribution pension scheme. Contributions payable by the company into the pension scheme are charged to the profit or less in the period to which they relate.

Trade and other debtors
Trade and other debtors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method, less impairment losses for bad and doubtful debts except where the effect of discounting would be immaterial. In such cases, the trade debtors and other debtors are stated at cost less impairment losses for bad and doubtful debts.

Trade and other creditors
Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method unless the effect of discounting would be immaterial, in which case they are stated at cost.

Cash and cash equivalents
Cash and cash equivalents comprise cash at bank and in hand, demand deposits with banks and other short-term highly liquid investments with original maturities of three months or less.

Provisions for liabilities
Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.

Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the Balance Sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.

When payments are eventually made, they are charged to the provision carried in the Balance Sheet.

3. TURNOVER

The turnover and profit (2022 - loss) before taxation are attributable to the one principal activity of the company.

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

Period Period
29/5/22 1/6/21
to to
27/5/23 28/5/22
£    £   
Retail 453,078 36,170,232
Wholesale 103,435 200,003
Management charges 42,432,264 -
42,988,777 36,370,235

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Period 29th May 2022 to 27th May 2023


3. TURNOVER - continued

An analysis of turnover by geographical market is given below:

Period Period
29/5/22 1/6/21
to to
27/5/23 28/5/22
£    £   
United Kingdom 42,988,777 36,370,235
42,988,777 36,370,235

4. EMPLOYEES AND DIRECTORS


Period 29/5/22
to 27/6/23

Period 1/6/21
to 28/5/22
££
Wages and salaries14,267,77912,682,931
Social security costs912,154738,155
Other pension costs288,096263,243
15,468,02913,684,329

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


Period 29/5/22
to 27/6/23

Period 1/6/21
to 28/5/22

Sales882871
Administration2423
Distribution6653
972947

During the year, a total of key management personnel compensation of £376,346 (2022 - £380,366) was paid.

No remuneration was paid to the director during the period or the comparative period.

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Period 29th May 2022 to 27th May 2023


5. OPERATING PROFIT/(LOSS)

The operating profit (2022 - operating loss) is stated after charging/(crediting):

Period Period
29/5/22 1/6/21
to to
27/5/23 28/5/22
£    £   
Hire of plant and machinery 63,385 59,290
Other operating leases 2,533,845 2,391,863
Depreciation - owned assets 89,664 59,459
Profit on disposal of fixed assets - (130 )
Trademarks amortisation 2,000 -
Computer software amortisation 6,829 6,829
Auditors' remuneration 20,000 17,000
Fees payable to the company's auditor in respect of tax compliance services 1,500 2,000
Fees payable to the company's auditor in respect of other non-audit services 2,500 5,000
Government grants - (272,952 )

6. INTEREST PAYABLE AND SIMILAR EXPENSES
Period Period
29/5/22 1/6/21
to to
27/5/23 28/5/22
£    £   
Interest payable - 11,296

7. TAXATION

Analysis of the tax charge
The tax charge on the profit for the period was as follows:
Period Period
29/5/22 1/6/21
to to
27/5/23 28/5/22
£    £   
Deferred tax - 5,780
Tax on profit/(loss) - 5,780

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Period 29th May 2022 to 27th May 2023


7. TAXATION - continued

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

Period Period
29/5/22 1/6/21
to to
27/5/23 28/5/22
£    £   
Profit/(loss) before tax 463,261 (520,445 )
Profit/(loss) multiplied by the standard rate of corporation tax in the UK of
19.940% (2022 - 19%)

92,374

(98,885

)

Effects of:
Expenses not deductible for tax purposes 1,798 2,023
Capital allowances in excess of depreciation (49,165 ) -
Utilisation of tax losses (44,692 ) -

Additional deduction for land remediation expenditure (315 ) (301 )
Tax on losses carried forward - 102,943
Total tax charge - 5,780

In the budget on 3 March 2021, the UK Government announced an increase in the main UK corporation tax rate from 19% to 25% with effect from 1 April 2023. The change in rate was substantively enacted on 24 May 2021. Deferred tax has been calculated at 25% which was the tax rate substantively enacted at 31 May 2021.

8. INTANGIBLE FIXED ASSETS
Computer
Trademarks software Totals
£    £    £   
COST
At 29th May 2022 - 51,642 51,642
Additions 20,000 - 20,000
At 27th May 2023 20,000 51,642 71,642
AMORTISATION
At 29th May 2022 - 6,829 6,829
Amortisation for period 2,000 6,829 8,829
At 27th May 2023 2,000 13,658 15,658
NET BOOK VALUE
At 27th May 2023 18,000 37,984 55,984
At 28th May 2022 - 44,813 44,813

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Period 29th May 2022 to 27th May 2023


9. TANGIBLE FIXED ASSETS
Fixtures
Plant and and
machinery fittings Totals
£    £    £   
COST
At 29th May 2022 219,344 226,128 445,472
Additions 288,430 36,621 325,051
At 27th May 2023 507,774 262,749 770,523
DEPRECIATION
At 29th May 2022 54,437 24,202 78,639
Charge for period 63,389 26,275 89,664
At 27th May 2023 117,826 50,477 168,303
NET BOOK VALUE
At 27th May 2023 389,948 212,272 602,220
At 28th May 2022 164,907 201,926 366,833

10. STOCKS
2023 2022
£    £   
Raw materials and consumables 203,458 185,999
Finished goods and goods for resale 900,994 583,868
1,104,452 769,867

11. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade debtors 153,820 459,520
Other debtors 8,595,106 506,829
Prepayments and accrued income 499,980 460,331
9,248,906 1,426,680

12. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade creditors 2,971,053 1,365,407
Social security and other taxes 579,640 222,604
VAT 6,492,299 31,997
Other creditors 577,165 509,973
Accruals and deferred income 1,140,634 1,683,973
11,760,791 3,813,954

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Period 29th May 2022 to 27th May 2023


13. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
2023 2022
£    £   
Within one year 2,387,754 2,477,474
Between one and five years 5,056,162 5,102,791
In more than five years 1,052,043 1,179,305
8,495,959 8,759,570

14. PROVISIONS FOR LIABILITIES
2023 2022
£    £   
Other provisions
Legal claim provision - 15,800

Other
provisions
£   
Balance at 29th May 2022 15,800
Released (15,800 )
Balance at 27th May 2023 -

15. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
2 Ordinary £1.00 2 2

16. RESERVES
Retained
earnings
£   

At 29th May 2022 (946,964 )
Profit for the period 463,261
At 27th May 2023 (483,703 )

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Period 29th May 2022 to 27th May 2023


17. RELATED PARTY DISCLOSURES

At the reporting date, the following balances were outstanding with companies under common control:

2023 2022
£ £
Trade debtors 129,491 264,303
Other debtors 8,500,301 360,520
Trade creditors 1,415,676 875,133
Other creditors 90,999 -

Balances are unsecured, interest-free and repayable on demand.

During the period, the following transactions took place with companies under common control:

2023 2022
£ £
Sales 42,548,310 42,248
Purchases 10,332,143 9,096,010
Purchase of store equipment 250,000 -
Purchase of a trademark 20,000 -

18. ULTIMATE CONTROLLING PARTY

The ultimate controlling parties are Mrs K and Mr D Wood due to them owning 100% of the ordinary share capital of the business.

19. RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

Period Period
29/5/22 1/6/21
to to
27/5/23 28/5/22
£    £   
Profit/(loss) before taxation 463,261 (520,445 )
Depreciation charges 98,493 66,288
Profit on disposal of fixed assets - (130 )
Decrease in provisions (15,800 ) (187,733 )
Finance costs - 11,296
545,954 (630,724 )
Increase in stocks (334,585 ) (332,343 )
Increase in trade and other debtors (7,822,226 ) (305,281 )
Increase in trade and other creditors 7,946,837 754,052
Cash generated from operations 335,980 (514,296 )

S&PB RETAIL LIMITED (REGISTERED NUMBER: 12570881)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Period 29th May 2022 to 27th May 2023


20. CASH AND CASH EQUIVALENTS

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

Period ended 27th May 2023
27/5/23 29/5/22
£    £   
Cash and cash equivalents 265,528 274,599
Period ended 28th May 2022
28/5/22 1/6/21
£    £   
Cash and cash equivalents 274,599 1,095,669


21. ANALYSIS OF CHANGES IN NET FUNDS

At 29/5/22 Cash flow At 27/5/23
£    £    £   
Net cash
Cash at bank and in hand 274,599 (9,071 ) 265,528
274,599 (9,071 ) 265,528
Total 274,599 (9,071 ) 265,528