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Registered number: 15000152









THE ARTISAN TRAVEL HOLDING LIMITED









FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE PERIOD ENDED 31 AUGUST 2024

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE ARTISAN TRAVEL HOLDING LIMITED
UNDER SECTION 449 OF THE COMPANIES ACT 2006
 

Opinion


We have audited the financial statements of The Artisan Travel Holding Limited (the 'parent Company') and its subsidiaries (the 'Group') for the period ended 31 August 2024, which comprise , the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 August 2024 and of the Group's loss for the period then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


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


Conclusions relating to going concern


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


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


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


Page 1

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE ARTISAN TRAVEL HOLDING LIMITED (CONTINUED)
UNDER SECTION 449 OF THE COMPANIES ACT 2006


Other information


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


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the Directors' Report has been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors' Report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


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


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 1, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


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


Page 2

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE ARTISAN TRAVEL HOLDING LIMITED (CONTINUED)
UNDER SECTION 449 OF THE COMPANIES ACT 2006


Auditors' responsibilities for the audit of the financial statements
 

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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- We exercise professional judgment and maintain professional skepticism throughout the audit;
- We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the deliberate override of internal control;
- We obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of internal control;
- We evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made;
- We assess the risk of management override of controls, including testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business;
- We review the scope of the Group's compliance with its regulator, the Civil Aviation Authority ("CAA"), and its membership of The Association of British Travel Agents ("ABTA") and sample test relevant documentation to assess this and the effectiveness of its control environment;
- We request and review the minutes of management meetings, and assess any matters identified not already provided for or disclosed that may materially impact the financial statements.


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 Auditors' Report.


Page 3

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE ARTISAN TRAVEL HOLDING LIMITED (CONTINUED)
UNDER SECTION 449 OF THE COMPANIES ACT 2006


Use of our report
 

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





M S Caldicott ACA FCCA CTA (Senior Statutory Auditor)
  
for and on behalf of
White Hart Associates (London) Limited
 
Chartered Accountants and Statutory Auditors
  
2nd Floor, Nucleus House
2 Lower Mortlake Road
Richmond
TW9 2JA

11 February 2025
Page 4

 
THE ARTISAN TRAVEL HOLDING LIMITED
REGISTERED NUMBER: 15000152

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 AUGUST 2024

2024
Note
£

Fixed assets
  

Intangible assets
 4 
3,319,793

Tangible assets
 5 
6,168

  
3,325,961

Current assets
  

Debtors: amounts falling due within one year
 7 
532,524

Cash at bank and in hand
 8 
722,413

  
1,254,937

Creditors: amounts falling due within one year
 9 
(2,053,325)

Net current (liabilities)/assets
  
 
 
(798,388)

Total assets less current liabilities
  
2,527,573

Creditors: amounts falling due after more than one year
 10 
(2,218,458)

Provisions for liabilities
  

Deferred taxation
 12 
(13,996)

  
 
 
(13,996)

Net assets
  
295,119


Capital and reserves
  

Called up share capital 
  
416,394

Profit and loss account
  
(121,275)

Equity attributable to owners of the parent Company
  
295,119


Page 5

 
THE ARTISAN TRAVEL HOLDING LIMITED
REGISTERED NUMBER: 15000152
    
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 AUGUST 2024

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the consolidated statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

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




A V Hope
Director

The notes on pages 11 to 26 form part of these financial statements.

Page 6

 
THE ARTISAN TRAVEL HOLDING LIMITED
REGISTERED NUMBER: 15000152

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 AUGUST 2024

2024
Note
£

Fixed assets
  

Investments
 6 
3,421,628

  
3,421,628

Current assets
  

Debtors: amounts falling due within one year
 7 
1,251

Cash at bank and in hand
 8 
250

  
1,501

Creditors: amounts falling due within one year
 9 
(1,196,852)

Net current liabilities
  
 
 
(1,195,351)

Total assets less current liabilities
  
2,226,277

  

Creditors: amounts falling due after more than one year
 10 
(2,218,458)

  

Net liabilities
  
7,819


Capital and reserves
  

Called up share capital 
  
416,394

Profit and loss account
  
(408,575)

  
7,819


The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the consolidated statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

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


A V Hope
Director

The notes on pages 11 to 26 form part of these financial statements.

Page 7

 
THE ARTISAN TRAVEL HOLDING LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 AUGUST 2024


Called up share capital
Profit and loss account
Total equity

£
£
£


Comprehensive income for the period

Loss for the period
-
(121,275)
(121,275)


Contributions by and distributions to owners

Shares issued during the period
416,394
-
416,394


At 31 August 2024
416,394
(121,275)
295,119

The notes on pages 11 to 26 form part of these financial statements.

Page 8

 
THE ARTISAN TRAVEL HOLDING LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 AUGUST 2024


Called up share capital
Profit and loss account
Total equity

£
£
£


Comprehensive income for the period

Loss for the period
-
(408,575)
(408,575)


Contributions by and distributions to owners

Shares issued during the period
416,394
-
416,394


At 31 August 2024
416,394
(408,575)
7,819

The notes on pages 11 to 26 form part of these financial statements.

Page 9

 
THE ARTISAN TRAVEL HOLDING LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 AUGUST 2024

2024
£

Cash flows from operating activities

Loss for the financial period
(121,275)

Adjustments for:

Amortisation
90,528

Depreciation
4,313

Interest paid
391,333

Interest received
(16,136)

Taxation charge
8,495

Increase in debtors
(190,580)

Increase in creditors
566,760

Corporation tax paid
(53,855)

Net cash generated from operating activities

679,583


Cash flows from investing activities

Purchase of intangible fixed assets
(44,457)

Purchase of tangible fixed assets
(6,547)

Interest received
16,136

Net cash acquired on business combination
486,093

First earnout payment
(250,000)

Net cash from investing activities

201,225

Cash flows from financing activities

Interest paid
(158,395)

Net cash used in financing activities
(158,395)

Net increase in cash and cash equivalents
722,413

Cash and cash equivalents at the end of period
722,413


Cash and cash equivalents at the end of period comprise:

Cash at bank and in hand
722,413

722,413


The notes on pages 11 to 26 form part of these financial statements.

Page 10

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

1.


General information

The Artisan Travel Holding Ltd (the 'parent company') is a private company limited by shares and is registered and incorporated in England and Wales. The registered office is 168 Brinkburn Street, Suite B, The Old Public Library, Newcastle, NE6 2AR.
The group consists of The Artisan Travel Holding Ltd and all of its direct and indirect subsidiaries.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The consolidated financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.3

Going concern

Group management and the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future, being at least the following 12 months from the signing of these financial statements.
As a result, and with the Group continuing to receive the full support of its shareholders, the directors believe that it is still appropriate to apply the going concern basis for the foreseeable future.

Page 11

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. 
Travel arrangements provided to customers are recognised on the date of departure basis.

 
2.6

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.7

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

Page 12

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

2.Accounting policies (continued)

 
2.8

Interest income

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

 
2.9

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.10

Borrowing costs

All borrowing costs are recognised in profit or loss in the period in which they are incurred.

 
2.11

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

Page 13

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

2.Accounting policies (continued)

 
2.12

Current and deferred taxation

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

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

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

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

Page 14

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

2.Accounting policies (continued)

 
2.13

Intangible assets

Goodwill

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

Other intangible assets

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

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

 The estimated useful lives range as follows:

Development expenditure
-
3
years
Goodwill
-
10
years

 
2.14

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Fixtures and fittings
-
10%
Office equipment
-
33%

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

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

 
2.15

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 15

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

2.Accounting policies (continued)

 
2.16

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.17

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.18

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.19

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

Page 16

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

2.Accounting policies (continued)

 
2.20

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” 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, with 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 trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Page 17

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

2.Accounting policies (continued)


2.20
Financial instruments (continued)

Derecognition of financial liabilities

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.


3.


Employees

The average monthly number of employees, including directors, during the period was 26.


4.


Intangible assets

Group




Development expenditure
Goodwill
Total

£
£
£



Cost


Additions
-
2,971,667
2,971,667


Additions - external
44,457
-
44,457


On acquisition of subsidiaries
18,070
376,129
394,199



At 31 August 2024

62,527
3,347,796
3,410,323



Amortisation


Charge for the period on owned assets
12,712
77,818
90,530



At 31 August 2024

12,712
77,818
90,530



Net book value



At 31 August 2024
49,815
3,269,978
3,319,793



Page 18

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

5.


Tangible fixed assets

Group






Office equipment

£



Cost or valuation


Additions
6,547


Acquisition of subsidiary
3,934



At 31 August 2024

10,481



Depreciation


Charge for the period on owned assets
4,313



At 31 August 2024

4,313



Net book value



At 31 August 2024
6,168


6.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


Additions
3,421,628



At 31 August 2024
3,421,628




Page 19

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

Direct subsidiary undertaking


The following was a direct subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

The Artisan Travel Group Limited
168 Brinkburn Street, Suite B, The Old Public Library, Newcastle, NE6 2AR
Ordinary
100%

The aggregate of the share capital and reserves as at 31 August 2024 and the profit or loss for the period ended on that date for the subsidiary undertaking were as follows:

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

The Artisan Travel Group Limited

737,261
-


Indirect subsidiary undertakings


The following were indirect subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

The Artisan Travel Company Limited
168 Brinkburn Street, Suite B, The Old Public Library, Newcastle, NE6 2AR
Ordinary
100%
Activities Abroad Limited
168 Brinkburn Street, Suite B, The Old Public Library, Newcastle, NE6 2AR
Ordinary
100%

The aggregate of the share capital and reserves as at 31 August 2024 and the profit or loss for the period ended on that date for the subsidiary undertakings were as follows:

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

The Artisan Travel Company Limited
943,342
366,950

Activities Abroad Limited

369,339
(1,832)

Page 20

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

7.


Debtors

Group
Company
2024
2024
£
£


Other debtors
34,147
-

Prepayments and accrued income
498,377
1,251

532,524
1,251


Included in prepayments and accrued income above is the sum of £474,745 which relates to advance supplier payments for bookings departing from 1 September 2024 onwards.


8.


Cash and cash equivalents

Group
Company
2024
2024
£
£

Cash at bank and in hand
722,413
250

722,413
250


Included in cash at bank above were restricted funds held in the Trust Account of £49,032.


9.


Creditors: Amounts falling due within one year

Group
Company
2024
2024
£
£

Other loans
400,000
400,000

Trade creditors
2,966
-

Amounts owed to group undertakings
-
586,537

Other taxation and social security
16,775
-

Accruals and deferred income
1,633,584
210,315

2,053,325
1,196,852


Included in accruals and deferred income balance is the sum of £1,367,824 which relates to advance customer receipts for bookings departing from 1 September 2024 onwards.

Page 21

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

10.


Creditors: Amounts falling due after more than one year

Group
Company
2024
2024
£
£

Other loans
2,218,458
2,218,458

2,218,458
2,218,458



11.


Loans


Analysis of the maturity of loans is given below:


Group
Company
2024
2024
£
£

Amounts falling due within one year

Other loans
400,000
400,000

Amounts falling due 1-2 years

Other loans
400,000
400,000

Amounts falling due 2-5 years

Other loans
1,818,458
1,818,458


2,618,458
2,618,458


On 30 August 2023, the company issued a loan note amounting to £2,618,458 in relation to deferred consideration to be payable following group reorganisation. The loan note is repayable over 5 years with annual floating interest rate of either 9% above SONIA or 12%, whichever is higher.

Page 22

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

12.


Deferred taxation


Group



2024


£






Charged to profit or loss
(8,495)


Arising on business combinations
(5,501)



At end of year
(13,996)

Company


2024






At end of year
-
The deferred taxation balance is made up as follows:

Group
2024
£

Accelerated capital allowances
(13,996)

(13,996)

Page 23

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

13.
 

Business combinations

On 30 August 2023, the company acquired 100% of the issued share capital of The Artisan Travel Group Limited with indirect subsidiaries, The Artisan Travel Company Limited and Activities Abroad Limited, for a consideration of £3,421,629.

Recognised amounts of identifiable assets acquired and liabilities assumed

Fair value
£

Fixed Assets

Tangible
3,934

Intangible
394,199

398,133

Current Assets

Debtors
470,042

Cash at bank and in hand
494,769

Total Assets
1,362,944

Creditors

Due within one year
(907,482)

Deferred taxation
(5,501)

Total Identifiable net assets
449,961


Goodwill
2,971,668

Total purchase consideration
3,421,629

Consideration

£

Loan notes
2,618,459

Issue of shares
416,393

Cash
136,777

Deferred consideration
250,000

Total purchase consideration
3,421,629

Page 24

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

13.Business combinations (continued)

Cash outflow on acquisition

£


Purchase consideration settled in cash, as above
136,777

136,777

Less: Cash and cash equivalents acquired
(494,769)

Net cash inflow on acquisition
(357,992)

The goodwill arising on acquisition is attributable to individually unquantifiable assets such as intellectual
property, brand recognition, customer loyalty and strong customer service levels.

The results of The Artisan Travel Group Limited, The Artisan Travel Company Limited and Activities Abroad Limited since acquisition are as follows:

Current period since acquisition
£

Turnover
7,253,549

Profit after tax for the period since acquisition
287,300


14.


Contingent liabilities

At 31 August 2024, there were contingent liabilities outstanding in respect of counter indemnities and guarantees given by the Group, in the normal course of business, to the Group's bond insurance obligors in respect of ABTA travel bonds amounting to £101,632.


15.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £20,101. Contributions totalling £Nil were payable to the fund at the reporting date.

Page 25

 
THE ARTISAN TRAVEL HOLDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024

16.


Commitments under operating leases

At 31 August 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
2024
£

Not later than 1 year
66,060

Later than 1 year and not later than 5 years
37,710

103,770

17.


Post balance sheet events

On 15 November 2024, the company acquired the entire issued share capital of Travel Editions Group Ltd.


18.


Controlling party

In the opinion of the directors, there is no single individual who is the ultimate controlling party of the Group.

 
Page 26