Company registration number SC362322 (Scotland)
HFD GROUP LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
PAGES FOR FILING WITH REGISTRAR
HFD GROUP LIMITED
CONTENTS
Page
Balance sheet
1 - 2
Statement of changes in equity
3
Notes to the financial statements
4 - 13
HFD GROUP LIMITED
BALANCE SHEET
AS AT
30 JUNE 2024
30 June 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
4
391,622
419,705
Investments
5
43,031,003
57,649,501
43,422,625
58,069,206
Current assets
Stocks
7
60,005
-
Debtors
8
47,799,416
41,154,041
Cash at bank and in hand
323,067
12,148,471
48,182,488
53,302,512
Creditors: amounts falling due within one year
9
(69,705,462)
(100,802,149)
Net current liabilities
(21,522,974)
(47,499,637)
Total assets less current liabilities
21,899,651
10,569,569
Creditors: amounts falling due after more than one year
10
(11,431,055)
(19,525,940)
Provisions for liabilities
Deferred tax liability
12
53,173
54,188
(53,173)
(54,188)
Net assets/(liabilities)
10,415,423
(9,010,559)
Capital and reserves
Called up share capital
13
6,623,452
6,623,452
Share premium account
225
225
Profit and loss reserves
3,791,746
(15,634,236)
Total equity
10,415,423
(9,010,559)

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 30 June 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

HFD GROUP LIMITED
BALANCE SHEET (CONTINUED)
AS AT
30 JUNE 2024
30 June 2024
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 21 March 2025 and are signed on its behalf by:
Mr W D Hill
Director
Company registration number SC362322 (Scotland)
HFD GROUP LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2024
- 3 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 July 2022
6,623,452
225
(15,316,924)
(8,693,247)
Year ended 30 June 2023:
Loss and total comprehensive income
-
-
(317,312)
(317,312)
Balance at 30 June 2023
6,623,452
225
(15,634,236)
(9,010,559)
Year ended 30 June 2024:
Profit and total comprehensive income
-
-
19,425,982
19,425,982
Balance at 30 June 2024
6,623,452
225
3,791,746
10,415,423
HFD GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
- 4 -
1
Accounting policies
Company information

HFD Group Limited is a private company limited by shares incorporated in Scotland. The registered office is 177 Bothwell Street, Glasgow, G2 7ER.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purpose of FRS 102, being a member group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the company are consolidated in the financial statements of HFD Group Holdings Limited. These consolidated financial statements are available from its registered office, 177 Bothwell Street, Glasgow G2 7ER.

 

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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:

Other equipment
Residual value equates to cost

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 credited or charged to profit or loss.

HFD GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 5 -
1.4
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. 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 company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.5
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible 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.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.6
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

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

HFD GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 6 -
1.7
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.

1.8
Financial instruments

The company 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 company's balance sheet when the company 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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

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 company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.9
Equity instruments

Equity instruments issued by the company 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 company.

1.10
Taxation

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

HFD GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 7 -
Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’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 profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has 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.

1.11
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.12
Retirement benefits

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

1.13
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

2
Judgements and key sources of estimation uncertainty

In the application of the company’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.

HFD GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 8 -
3
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
-
-

Contractually all employees of HFD Group Limited sit within HFD Payroll Limited. However an average of 17 employees were dedicated to providing services on behalf of HFD Group Limited during the year ended 30 June 2024 (2023: 12 employees).

 

Remuneration costs were borne by HFD Payroll Limited and recharged to HFD Group Limited.

4
Tangible fixed assets
Other equipment
£
Cost
At 1 July 2023
494,601
Additions
41,157
At 30 June 2024
535,758
Depreciation and impairment
At 1 July 2023
74,896
Depreciation charged in the year
69,240
At 30 June 2024
144,136
Carrying amount
At 30 June 2024
391,622
At 30 June 2023
419,705
5
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
6
43,031,003
57,649,501
HFD GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
5
Fixed asset investments
(Continued)
- 9 -
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 July 2023
57,649,501
Additions
107,502
Disposals
(14,726,000)
At 30 June 2024
43,031,003
Carrying amount
At 30 June 2024
43,031,003
At 30 June 2023
57,649,501
6
Subsidiaries

Details of the company's subsidiaries at 30 June 2024 are as follows:

Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
HFD Datavita Limited Limited
1
Ordinary
0
100.00
HFD Construction Group Limited
2
Ordinary
100.00
-
Newhouse North Construction Limited
2
Ordinary
0
100.00
HFD Property Group Limited
2
Ordinary
100.00
-
HFD City Park 2 Limited
2
Ordinary
0
100.00
HFD City Park 3 Limited
2
Ordinary
0
100.00
Newhouse North Development Limited
2
Ordinary
0
100.00
HFD Services Limited
2
Ordinary
100.00
-
HFD Facilities Maintenance Limited
2
Ordinary
0
100.00
HFD Landscaping Limited
2
Ordinary
0
100.00
HFD Security Limited
2
Ordinary
0
100.00
HFD Intelligent Technologies Limited
2
Ordinary
0
100.00
HFD Grill Limited
2
Ordinary
0
100.00
HFD Technology Group Limited
2
Ordinary
100.00
-
HFD National Cloud Limited
2
Ordinary
0
100.00
HFD Renewables Limited
2
Ordinary
75.00
-
HFD Renewables SL Limited
2
Ordinary
0
75.00
HFD Renewables Gainerhill Limited
2
Ordinary
0
75.00
HFD Renewables NL Limited
2
Ordinary
0
75.00
HFD Renewables EP Limited
2
Ordinary
0
75.00
HFD Renewables EI Limited
2
Ordinary
0
75.00
HFD Payroll Limited
2
Ordinary
100.00
-

Registered office addresses (all UK unless otherwise indicated):

1)
Fortis Datacentre York Road, Chapelhall, Airdrie, Lanarkshire, Scotland, ML6 8HW
2)
177 Bothwell Street, Glasgow, Scotland, G2 7ER
HFD GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 10 -
7
Stocks
2024
2023
£
£
Work in progress
60,005
-
8
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
98,696
169,684
Corporation tax recoverable
-
0
81,960
Amounts owed by group undertakings
11,890,762
10,375,972
Other debtors
16,414,716
9,084,685
Prepayments and accrued income
2,516,131
2,573,558
30,920,305
22,285,859
Deferred tax asset (note 12)
-
0
(31,818)
30,920,305
22,254,041
2024
2023
Amounts falling due after more than one year:
£
£
Amounts owed by group undertakings
16,879,111
18,900,000
Total debtors
47,799,416
41,154,041

Included in other debtors are £16,158k (2023: £7,543k) of amounts due from related parties.

9
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
727,438
577,828
Amounts owed to group undertakings
63,989,998
93,145,097
Other creditors
3,677,521
5,984,601
Accruals and deferred income
1,310,505
1,094,623
69,705,462
100,802,149

Included in other creditors are £3,467k (2023: £5,985k) of amounts due from related parties.

HFD GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 11 -
10
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Other borrowings
11
11,431,055
11,897,814
Other creditors
-
0
7,628,126
11,431,055
19,525,940
11
Loans and overdrafts
2024
2023
£
£
Other loans
11,431,055
11,897,814
Payable after one year
11,431,055
11,897,814

Other loans relate to amounts owed to directors.

 

12
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Balances:
£
£
£
£
Accelerated capital allowances
53,173
-
-
-
Tax losses
-
54,188
-
(31,818)
53,173
54,188
-
(31,818)
2024
Movements in the year:
£
Liability at 1 July 2023
86,006
Credit to profit or loss
(32,833)
Liability at 30 June 2024
53,173

 

HFD GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 12 -
13
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
'A' Ordinary shares of £1 each
136,310
136,310
136,310
136,310
'B' Ordinary shares of £1 each
136,310
136,310
136,310
136,310
'C' Ordinary shares of £1 each
165,331
165,331
165,331
165,331
'D' Ordinary shares of £1 each
165,331
165,331
165,331
165,331
'E' Ordinary shares of £1 each
165,331
165,331
165,331
165,331
'F' Ordinary shares of £1 each
165,331
165,331
165,331
165,331
'G' Ordinary shares of £1 each
165,331
165,331
165,331
165,331
1,099,275
1,099,275
1,099,275
1,099,275
2024
2023
2024
2023
Preference share capital
Number
Number
£
£
Issued and fully paid
Redeemable preference shares of £1 each
3,214,294
3,214,294
3,214,294
3,214,294
'M' Redeemable preference shares of £1 each
288,638
288,638
288,638
288,638
'H' Redeemable preference shares of £1 each
404,249
404,249
404,249
404,249
'I' Redeemable preference shares of £1 each
404,249
404,249
404,249
404,249
'J' Redeemable preference shares of £1 each
404,249
404,249
404,249
404,249
'K' Redeemable preference shares of £1 each
404,249
404,249
404,249
404,249
'L' Redeemable preference shares of £1 each
404,249
404,249
404,249
404,249
5,524,177
5,524,177
5,524,177
5,524,177
Preference shares classified as equity
5,524,177
5,524,177
Total equity share capital
6,623,452
6,623,452

The above shares rank parra passu in all respect but are separate classes of shares. Redeemable shares are only able to be redeemed at the instance of the company but at a price not less than the subscription price paid on such shares.

14
Events after the reporting date

On 29th October 2024, HFD Group Limited as a subsidiary of HFD Group Holdings Limited was acquired by HFD Holdco Limited as part of internal restructuring of the business.









HFD GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 13 -
15
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

Sales
Sales
Purchases
Purchases
2024
2023
2024
2023
£
£
£
£
Other related parties
101,795
366,423
296,795
159,513
Interest received
Management fees
2024
2023
2024
2023
£
£
£
£
Other related parties
-
1,278,000
195,000
216,000

The following amounts were outstanding at the reporting end date:

2024
2023
Amounts due to related parties
£
£
Other related parties
3,468,892
5,984,601

The following amounts were outstanding at the reporting end date:

2024
2023
Amounts due from related parties
£
£
Other related parties
16,158,572
8,829,458
Other information

The company has taken advantage of the exemption available in FRS 102 Section 33 "Related Party Disclosures" whereby it has not disclosed transactions with any wholly owned subsidiary undertaking of the group.

16
Ultimate controlling party

As disclosed at Note 14, the ultimate parent company became HFD Holdco Limited post year end, a company registered within the UK.

 

These financial statements are not consolidated in the financial statements of HFD Holdco Limited as the company did not hold significant control at the year end.

 

The controlling party and ultimate parent at the reporting date is HFD Group Holdings Limited which is the largest group of companies for which group financial statements are prepared. Copies of group financial statements are available to the public from Companies House.

 

The Hill 2011 Trust and Alexander Trust and their members are considered to be the ultimate controlling party due to their majority shareholding in HFD Group Holdings Limited.

            

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