Company Registration No. 06973362 (England and Wales)
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
CONSOLIDATED ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
COMPANY INFORMATION
Directors
A Collins
R Collins
Secretary
Mrs J Collins
Company number
06973362
Registered office
249 Cranbrook Road
Ilford
Essex
IG1 4TG
Auditor
Xeinadin Audit Ltd
249 Cranbrook Road
Ilford
Essex
IG1 4TG
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Income statement
7
Group statement of comprehensive income
8
Group statement of financial position
9
Company statement of financial position
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Company statement of cash flows
14
Notes to the financial statements
15 - 29
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 1 -

The directors present the strategic report for the year ended 31 March 2024.

Review of the business

In the year under review the group's turnover has decreased but the gross profit margin has increased significantly. Operating divisions have performed well and according to expectations.

Principal risks and uncertainties

The management team follow a continuous review of the performance of the group through monthly senior management meetings. Action plans are developed and reviewed on an ongoing basis. The key risks are principally the competitiveness of the UK market. Sales opportunities are continually evaluated to the current market and economic climate.

Development and performance

Focus this year has been on inward investment and cost control.

Key performance indicators

The management team analyse various key performance indicators as part of their overall strategic review but have identified the following as being particularly important:

 

Sales performance versus main competitors, sales versus budget and prior year and quality statistics.

Other information and explanations

The Group is leading in private freight forwarding in Essex. The company is investing in commercial properties.

 

A focus on core services and cost control is firmly in place. The group's reputation for outstanding customer service, a passion for the industry, innovation and commitment to the environment is what helps it stand out from others in its field.

 

On behalf of the board

R Collins
Director
14 March 2025
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -

The directors present their annual report and financial statements for the year ended 31 March 2024.

Principal activities

The principal activity of the company and group continued to be that of freight forwarders and investment.

Results and dividends

The results for the year are set out on page 7.

Ordinary dividends were paid amounting to £557,882. The directors do not recommend payment of a further dividend.

No preference dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

A Collins
R Collins
Auditor

In accordance with the company's articles, a resolution proposing that Xeinadin Audit Ltd be reappointed as auditor of the group will be put at a General Meeting.

Strategic report

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of fair review of the business, principal risks and uncertainties and development and performance.

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.

On behalf of the board
R Collins
Director
14 March 2025
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024
- 3 -

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:

 

 

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.

UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
- 4 -
Opinion

We have audited the financial statements of Unisystems Freight (Holdings) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 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 the financial statements:

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 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 opinion.

Conclusions relating to going concern

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

 

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

 

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

Other information

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.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
- 5 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and parent company and their 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:

 

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 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.

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

The auditor’s explanation of its audit response will depend on the risks identified but may include:

- Enquiry of management, those charged with governance and the entity’s solicitors (or in-house legal team) around actual and potential litigation and claims.

- Enquiry of entity staff in tax and compliance functions to identify any instances of non-compliance with laws and regulations.

- Reviewing minutes of meetings of those charged with governance.

- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.

- Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.

ICAEW guidance relating to reporting on irregularities, November 2020, based on ISA 700 A39-1 to A39-5

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.

UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
- 6 -

Use of our report

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

Barry Leibovitch (Senior Statutory Auditor)
For and on behalf of Xeinadin Audit Ltd
14 March 2025
Statutory Auditors
249 Cranbrook Road
Ilford
Essex
IG1 4TG
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
GROUP INCOME STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024
- 7 -
2024
2023
Notes
£
£
Revenue
6,955,901
11,655,058
Cost of sales
(4,154,394)
(8,618,794)
Gross profit
2,801,507
3,036,264
Administrative expenses
(2,595,119)
(2,060,459)
Operating profit
206,388
975,805
Investment income
4
-
0
1
Finance costs
(119,494)
(112,912)
Other gains and losses
(544,407)
1,465,000
(Loss)/profit before taxation
(457,513)
2,327,894
Tax on (loss)/profit
5
(24,333)
(530,299)
(Loss)/profit for the financial year
(481,846)
1,797,595
(Loss)/profit for the financial year is all attributable to the owners of the parent company.
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024
- 8 -
2024
2023
£
£
(Loss)/profit for the year
(481,846)
1,797,595
Other comprehensive income
-
-
Cash flow hedges gain arising in the year
-
0
-
0
Total comprehensive income for the year
(481,846)
1,797,595
Total comprehensive income for the year is all attributable to the owners of the parent company.
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
GROUP STATEMENT OF FINANCIAL POSITION
AS AT
31 MARCH 2024
31 March 2024
- 9 -
2024
2023
Notes
£
£
£
£
Non-current assets
Intangible assets
6
930,537
930,537
Property, plant and equipment
7
5,653,177
5,642,024
6,583,714
6,572,561
Current assets
Trade and other receivables
10
2,787,037
2,406,274
Cash and cash equivalents
127,276
682,593
2,914,313
3,088,867
Current liabilities
11
(1,659,041)
(1,632,545)
Net current assets
1,255,272
1,456,322
Total assets less current liabilities
7,838,986
8,028,883
Non-current liabilities
12
(2,221,808)
(1,919,739)
Provisions for liabilities
15
(667,860)
(664,505)
Net assets
4,949,318
5,444,639
Equity
Called up share capital
17
600,000
600,000
Other reserves
2,555,732
2,512,994
Retained earnings
1,793,586
2,331,645
Total equity
4,949,318
5,444,639

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

These financial statements have been prepared in accordance with the provisions applicable to groups and companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 14 March 2025 and are signed on its behalf by:
14 March 2025
R Collins
Director
Company registration number 06973362 (England and Wales)
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2024
31 March 2024
- 10 -
2024
2023
Notes
£
£
£
£
Non-current assets
Property, plant and equipment
7
5,503,075
5,500,000
Investments
8
1,584,775
2,129,283
7,087,850
7,629,283
Current assets
Trade and other receivables
10
15,142
15,142
Cash and cash equivalents
21,411
12,311
36,553
27,453
Current liabilities
11
(274,945)
(765,615)
Net current liabilities
(238,392)
(738,162)
Total assets less current liabilities
6,849,458
6,891,121
Non-current liabilities
12
(2,199,288)
(1,745,630)
Provisions for liabilities
15
(631,389)
(631,389)
Net assets
4,018,781
4,514,102
Equity
Called up share capital
17
600,000
600,000
Other reserves
2,555,732
2,555,732
Retained earnings
863,049
1,358,370
Total equity
4,018,781
4,514,102

As permitted by s408 Companies Act 2006, the company has not presented its own income statement and related notes. The company’s profit for the year was £62,561 (2023 - £1,797,595 profit).

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 14 March 2025 and are signed on its behalf by:
14 March 2025
R Collins
Director
Company registration number 06973362 (England and Wales)
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 11 -
Share capital
Other reserves
Retained earnings
Total
Notes
£
£
£
£
Balance at 1 April 2022
600,000
799,831
534,050
1,933,881
Year ended 31 March 2023:
Profit and total comprehensive income
-
-
1,797,595
1,797,595
Other movements
-
1,713,163
-
1,713,163
Balance at 31 March 2023
600,000
2,512,994
2,331,645
5,444,639
Year ended 31 March 2024:
Loss and total comprehensive income
-
-
(481,846)
(481,846)
Dividends
-
-
(557,882)
(557,882)
Other movements
-
42,738
501,669
544,407
Balance at 31 March 2024
600,000
2,555,732
1,793,586
4,949,318
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 12 -
Share capital
Other reserves
Retained earnings
Total
Notes
£
£
£
£
Balance at 1 April 2022
600,000
842,569
(439,225)
1,003,344
Year ended 31 March 2023:
Profit and total comprehensive income for the year
-
-
1,797,595
1,797,595
Other movements
-
1,713,163
-
1,713,163
Balance at 31 March 2023
600,000
2,555,732
1,358,370
4,514,102
Year ended 31 March 2024:
Profit and total comprehensive income
-
-
62,561
62,561
Dividends
-
-
(557,882)
(557,882)
Balance at 31 March 2024
600,000
2,555,732
863,049
4,018,781
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2024
- 13 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
22
85,341
1,139,734
Interest paid
(119,494)
(112,912)
Income taxes paid
(26,739)
(189,875)
Net cash (outflow)/inflow from operating activities
(60,892)
836,947
Investing activities
Purchase of property, plant and equipment
(61,187)
(35,673)
Repayment of loans
(95,786)
(557,883)
Interest received
-
0
1
Net cash used in investing activities
(156,973)
(593,555)
Financing activities
Repayment of bank loans
233,960
(318,374)
Payment of finance leases obligations
(13,530)
(17,251)
Dividends paid to equity shareholders
(557,882)
-
0
Net cash used in financing activities
(337,452)
(335,625)
Net decrease in cash and cash equivalents
(555,317)
(92,233)
Cash and cash equivalents at beginning of year
682,593
774,826
Cash and cash equivalents at end of year
127,276
682,593
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
23
(386,467)
163,304
Interest paid
(77,972)
(49,681)
Income taxes paid
-
0
(17,754)
Net cash (outflow)/inflow from operating activities
(464,439)
95,869
Investing activities
Purchase of property, plant and equipment
(3,075)
-
0
Dividends received
557,882
-
0
Net cash generated from/(used in) investing activities
554,807
-
Financing activities
Repayment of bank loans
476,614
(119,809)
Dividends paid to equity shareholders
(557,882)
-
Net cash used in financing activities
(81,268)
(119,809)
Net increase/(decrease) in cash and cash equivalents
9,100
(23,940)
Cash and cash equivalents at beginning of year
12,311
36,251
Cash and cash equivalents at end of year
21,411
12,311
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 15 -
1
Accounting policies
Company information

Unisystems Freight (Holdings) Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 249 Cranbrook Road, Ilford, Essex, IG1 4TG.

 

The group consists of Unisystems Freight (Holdings) Limited 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 as applicable to companies subject to the small companies regime. 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 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
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.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Unisystems Freight (Holdings) Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 March 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.

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.

UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 16 -

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.

1.4
Revenue

Revenue is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.5
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 which is 5 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.

1.6
Property, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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
N/A
Fixtures and fittings
25% Reducing balance
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.

UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 17 -
1.7
Non-current 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.

1.8
Impairment of non-current 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.

UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 18 -

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.

1.9
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.

1.10
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 trade and other receivables 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.

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.

UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 19 -
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 trade and other payables, 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 payables 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

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.

1.11
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 20 -
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.

1.13
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 non-current 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.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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.

UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 21 -
1.16
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

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
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
Total
40
41
-
0
-
0
4
Investment income
2024
2023
£
£
Other investment income
-
1
5
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
20,978
167,521
Deferred tax
Origination and reversal of timing differences
3,355
362,778
Total tax charge
24,333
530,299
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
5
Taxation
(Continued)
- 22 -

The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
(Loss)/profit before taxation
(457,513)
2,327,894
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.00%)
(114,378)
442,300
Tax effect of expenses that are not deductible in determining taxable profit
2,309
775
Group relief
(11,546)
(9,904)
Permanent capital allowances in excess of depreciation
(2,355)
(153)
Other non-reversing timing differences
7,931
97,281
Deferred tax adjustments in respect of prior years
3,355
-
0
Tax at marginal rate
(428)
-
0
Dividend income
139,445
-
Taxation charge
24,333
530,299
6
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 April 2023 and 31 March 2024
930,537
Amortisation and impairment
At 1 April 2023 and 31 March 2024
-
0
Carrying amount
At 31 March 2024
930,537
At 31 March 2023
930,537
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 23 -
7
Property, plant and equipment
Group
Freehold land and buildings
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
Cost
At 1 April 2023
5,500,000
513,417
41,667
6,055,084
Additions
3,075
58,112
-
0
61,187
At 31 March 2024
5,503,075
571,529
41,667
6,116,271
Depreciation and impairment
At 1 April 2023
-
0
383,479
29,581
413,060
Depreciation charged in the year
-
0
47,013
3,021
50,034
At 31 March 2024
-
0
430,492
32,602
463,094
Carrying amount
At 31 March 2024
5,503,075
141,037
9,065
5,653,177
At 31 March 2023
5,500,000
129,938
12,086
5,642,024
Company
Freehold land and buildings
£
Cost
At 1 April 2023
5,500,000
Additions
3,075
At 31 March 2024
5,503,075
Depreciation and impairment
At 1 April 2023 and 31 March 2024
-
0
Carrying amount
At 31 March 2024
5,503,075
At 31 March 2023
5,500,000
8
Fixed asset investments
Group
Company
2024
2023
2024
2023
£
£
£
£
Investments in subsidiaries
-
-
1,584,775
2,129,283
-
0
-
0
1,584,775
2,129,283
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
8
Fixed asset investments
(Continued)
- 24 -
Movements in non-current investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 April 2023
2,129,283
Valuation changes
(544,508)
At 31 March 2024
1,584,775
Carrying amount
At 31 March 2024
1,584,775
At 31 March 2023
2,129,283
9
Subsidiaries

Details of the company's subsidiaries at 31 March 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Unisystems Freight (UK) Ltd
England and Wales
Ordinary
100.00
Blue Water Freight Ltd
England and Wales
Ordinary
100.00
10
Trade and other receivables
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade receivables
1,373,526
1,336,239
-
0
-
0
Corporation tax recoverable
220,613
-
0
-
0
-
0
Amounts owed by group
-
0
74,142
-
0
-
0
Other receivables
1,192,898
995,893
15,142
15,142
2,787,037
2,406,274
15,142
15,142
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 25 -
11
Current liabilities
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
137,316
217,276
137,316
114,360
Trade payables
938,102
1,082,065
6,341
1,377
Amounts owed to group undertakings
-
0
69,748
63,298
595,406
Corporation tax payable
382,373
167,521
35,838
19,805
Other taxation and social security
63,344
37,177
3,749
7,065
Other payables
137,906
58,758
28,403
27,602
1,659,041
1,632,545
274,945
765,615
12
Non-current liabilities
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
2,199,288
1,885,368
2,199,288
1,745,630
Other payables
22,520
34,371
-
0
-
0
2,221,808
1,919,739
2,199,288
1,745,630
13
Borrowings
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
2,336,604
2,102,644
2,336,604
1,859,990
Payable within one year
137,316
217,276
137,316
114,360
Payable after one year
2,199,288
1,885,368
2,199,288
1,745,630

The long-term loans are secured by fixed charges over the assets of the company.

14
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
(16,685)
(13,530)
(16,685)
(13,530)
In two to five years
(38,931)
(34,371)
(38,931)
(34,371)
(55,616)
(47,901)
(55,616)
(47,901)
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
14
Finance lease obligations
(Continued)
- 26 -

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

15
Provisions for liabilities
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Deferred tax liabilities
16
667,860
664,505
631,389
631,389
16
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
36,471
33,116
Investment property
631,389
631,389
667,860
664,505
Liabilities
Liabilities
2024
2023
Company
£
£
Investment property
631,389
631,389
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 April 2023
664,505
631,389
Charge to profit or loss
3,355
-
Liability at 31 March 2024
667,860
631,389

The deferred tax liability of £36,471 set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 27 -
17
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
436,364
436,364
436,364
436,364
2024
2023
2024
2023
Preference share capital
Number
Number
£
£
Issued and fully paid
Non redeemable preference shares of £1 each
163,636
163,636
163,636
163,636
Preference shares classified as equity
163,636
163,636
Total equity share capital
600,000
600,000
18
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

Group
Company
2024
2023
2024
2023
£
£
£
£
629,406
715,271
55,616
-
19
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2024
2023
£
£
Aggregate compensation
240,533
254,648

Rent of £158,400 was paid to the directors of the company for units which they own. These units are occupied by the group for the purpose of its trading.

UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 28 -
20
Directors' transactions

Interest free loans have been granted by the group to its directors as follows:

Advances or credits have been granted by the group to its directors as follows:

Description
Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
A Collins -
286,758
106,000
(286,758)
106,000
R Collins -
271,124
547,669
(271,124)
547,669
557,882
653,669
(557,882)
653,669

Dividends totalling £435,945 (2023 - £0) were paid in the year in respect of shares held by the company's directors.

21
Controlling party

The ultimate controlling party is R Collins by virtue of his majority shareholding.

22
Cash generated from group operations
2024
2023
£
£
(Loss)/profit for the year after tax
(481,846)
1,797,595
Adjustments for:
Taxation charged
24,333
530,299
Finance costs
119,494
112,912
Investment income
-
0
(1)
Depreciation and impairment of property, plant and equipment
50,034
61,242
Other gains and losses
544,407
(1,465,000)
Movements in working capital:
(Increase)/decrease in trade and other receivables
(64,364)
1,212,036
Decrease in trade and other payables
(106,717)
(1,109,349)
Cash generated from operations
85,341
1,139,734
UNISYSTEMS FREIGHT (HOLDINGS)  LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 29 -
23
Cash (absorbed by)/generated from operations - company
2024
2023
£
£
Profit for the year after tax
62,561
1,797,595
Adjustments for:
Taxation charged
16,033
386,057
Finance costs
77,972
49,681
Investment income
(557,882)
-
0
Other gains and losses
544,508
(2,079,415)
Movements in working capital:
(Decrease)/increase in trade and other payables
(529,659)
9,386
Cash (absorbed by)/generated from operations
(386,467)
163,304
24
Analysis of changes in net debt - group
1 April 2023
Cash flows
31 March 2024
£
£
£
Cash at bank and in hand
682,593
(555,317)
127,276
Borrowings excluding overdrafts
(2,102,644)
(233,960)
(2,336,604)
Obligations under finance leases
(47,901)
13,530
(34,371)
(1,467,952)
(775,747)
(2,243,699)
25
Analysis of changes in net debt - company
1 April 2023
Cash flows
31 March 2024
£
£
£
Cash at bank and in hand
12,311
9,100
21,411
Borrowings excluding overdrafts
(1,859,990)
(476,614)
(2,336,604)
(1,847,679)
(467,514)
(2,315,193)
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