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Sage Accounts Production Advanced 2024 - FRS102_2024
237,578
20
849,713
849,713
42,486
42,486
807,227
233,637
533,089
766,726
86,020
86,020
680,706
2,605,838
2,605,838
2,605,838
152,622
152,622
1
100
1
100
200
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COMPANY REGISTRATION NUMBER:
14859095
Period from 10 May 2023 to 31 March 2024
Independent auditor's report to the members |
6 |
|
|
Consolidated statement of comprehensive income |
10 |
|
|
Consolidated statement of financial position |
11 |
|
|
Company statement of financial position |
12 |
|
|
Consolidated statement of changes in equity |
13 |
|
|
Company statement of changes in equity |
14 |
|
|
Consolidated statement of cash flows |
15 |
|
|
Notes to the financial statements |
16 |
|
|
Period from 10 May 2023 to 31 March 2024
The directors present the strategic report for the year ended 31 March 2024. Review of the business This is the first period of the company, and in the period, the company acquired 100% of the share capital of Roseacre Pub Company Ltd via a management buyout. In the period following this acquisition the group has traded well, maintaining a similar level of turnover and profitability to those seen prior to the acquisition, indicating that the transition to new ownership has been smooth. Principal risks and uncertainties The principal risks to the business are: Laws and regulations In addition to standard company regulations (eg. health and safety, data protection and taxation) the group must adhere to licencing and food hygiene laws, in common with all businesses in this sector. There have been no significant issues with regards to any laws or regulations, and the directors monitor compliance closely. Price risk As with any business in the current economic climate, the main price risk is with regards to the potential for an increase in the cost of stock purchases as a result of inflation. Additionally, the strong competition in the sector means it is necessary to ensure that its products are appropriately priced with reference to competitors of a similar quality. The directors monitor the cost of purchases and the price of the group's products to ensure a good balance between sales volume and profitability. Looking towards future periods, the upcoming changes to the minimum wages and employer's national insurance will have an effect on all companies in the sector. The directors believe that the group is well placed to ensure continued profitability without having to compromise the customer experience. Credit risk The group does not offer credit of any kind. All goods and services are paid for ahead of time. There is therefore no risk with regards to credit. Liquidity and cash flow risk The only borrowings in the group are interest free, and the group has significant cash at bank, and is very profitable. There is therefore very little risk with regards to liquidity and cash flow. Development and performance In the coming year the directors plan to acquire new sites to further grow the business, whilst continuing to maintain quality standards at the current sites to ensure they continue to operate profitably. Key performance indicators The key performance indicators monitored by the group are turnover, wages costs, and net profit. As this is the first period in which the group has operated, the directors have made comparisons with historical performance of the acquired subsidiary. It is evident from review of these figures that the group is operating efficiently and effectively. Turnover for the period was £6,053,498, Wages costs for the period, including employers NI, were £1,950,602, Net profit for the period was £398,425.
This report was approved by the board of directors on 17 March 2025 and signed on behalf of the board by:
Mr Ashley Steven Gartshore |
Director |
|
Registered office: |
Suite C, The Quadrant |
99 Parkway Avenue |
Sheffield |
South Yorkshire |
S9 4WG |
|
Period from 10 May 2023 to 31 March 2024
The directors present their report and the financial statements of the group for the period ended
31 March 2024
.
Principal activities
The principal activity of the company during the year was that of a Holding Company.
Directors
The directors who served the company during the period were as follows:
Mr Ashley Steven Gartshore |
(Appointed
10 May 2023) |
Mrs Alicia Gartshore |
(Appointed
10 May 2023) |
|
|
Dividends
Particulars of recommended dividends are detailed in note 13 to the financial statements.
Employment of disabled persons
Disability in employment: policy, procedure, and guidance 1. Policy statement We aim to create an inclusive and supportive working environment where all staff with a disability or long-term health condition feel valued and able to reach their full potential. We promote a proactive approach to anticipating barriers that exist in the workplace encouraging an accessible and inclusive environment for all. Alongside this, we understand that staff with additional needs may require reasonable adjustments and additional support to meet the demands of their role. 2. Definition of Disability Disability is a protected characteristic under the Equality Act 2010. The full definitions of a disability are set out in the HM Government document Equality Act 2010 Guidance. It states that:'A person has a disability if they have a physical or mental impairment, and the impairment has a substantial and long-term adverse effect on his or her ability to carry out normal day-to-day activities.' Equality Act 2010, section 6 Under the Equality Act 2010, we must consider making reasonable adjustments when: We know, or could be expected to know, a member of staff or job applicant has a disability or long-term health condition. A member of staff or job applicant with a disability or long-term health condition asks for adjustments. A member of staff with a disability or long-term health condition is having difficulty with any part of their role. A member of staff's absence record, sickness record or delay in returning to work is because of or linked to their disability or long-term health condition. We must make changes if they are reasonable. What is reasonable will depend on each individual circumstance? 3. Time off for medical appointments related to a disability or long-term health condition. Time off for employees requiring treatment, rehabilitation or assessment related to their disability or long-term health condition is identified under the Equality Act as a reasonable adjustment. This type of time off is planned and different from sickness absence that is unpredictable and for unknown periods of time. There may be occasions when this time off will need to be taken at short notice and/or is unpredictable and flexibility should be applied. This time off should be discussed between the member of staff and General Manager and recorded as a reasonable adjustment . 4. Recording Disability related sickness absence It is recognised that a disability or long-term health condition may mean that a member of staff has a higher level of sickness absence. If a particular absence is linked to a member of staff's disability or long-term health condition, this will be recorded as disability related sickness absence and not general sickness absence when documenting the return-to-work meeting following each episode. 5. Disability language You should always take the lead from the individual on how they prefer to be described as not everyone who is protected under the Equality Act will see themselves as disabled.
Directors' responsibilities statement
The directors are responsible for preparing the strategic report, directors' report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial period. 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 the company and the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: - select suitable accounting policies and then apply them consistently; - make judgments and accounting estimates that are reasonable and prudent; - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Auditor
Each of the persons who is a director at the date of approval of this report confirms that:
-
so far as they are aware, there is no relevant audit information of which the group and the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the group and the company's auditor is aware of that information.
This report was approved by the board of directors on
17 March 2025
and signed on behalf of the board by:
Mr Ashley Steven Gartshore |
Director |
|
Registered office: |
Suite C, The Quadrant |
99 Parkway Avenue |
Sheffield |
South Yorkshire |
S9 4WG |
|
Independent Auditor's Report to the Members of
Sage Pubs Ltd |
|
Period from 10 May 2023 to 31 March 2024
Opinion
We have audited the financial statements of Sage Pubs Ltd (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 March 2024 which comprise the consolidated statement of comprehensive income, consolidated statement of financial position, company statement of financial position, consolidated statement of changes in equity, company statement of changes in equity, consolidated statement of cash flows and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 March 2024 and of the group's profit for the period then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; - 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 auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the 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.
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. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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 the audit:
-
the information given in the strategic report and the directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
-
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
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 strategic report or 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.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or 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. 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: - Enquiry of management and those charged with governance around actual and potential litigation and claims. - Review of tax compliance to identify any instances of non-compliance with laws and regulations. - Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations. - Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, reviewing accounting estimates for bias and reviewing for significant transactions outside the normal course of business. Our initial risk assessment identified management override and misstatement of revenue as potential risk areas. Audit testing on journal entries, sales cut-off, and substantive sales testing have been carried out to address the potential risks in these areas. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error. As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also: - 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 override of internal control. - 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 the group's internal control. - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. - Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group's or the parent company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the group or the parent company to cease to continue as a going concern. - Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. - Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
For the year ended 31 March 2023 the company had taken advantage of the audit exemption available to small companies. Comparative figures in respect of the year ended 31 March 2023, included in these financial statements, are therefore unaudited.
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.
Mr David Ian Walters |
(Senior Statutory Auditor) |
|
For and on behalf of |
Walters Hawson Limited |
Chartered Accountants & Statutory Auditors |
Norham House |
Mountenoy Road |
Rotherham |
South Yorkshire |
S60 2AJ |
|
17 March 2025
Consolidated Statement of Comprehensive Income |
|
Period from 10 May 2023 to 31 March 2024
|
Period from |
|
10 May 23 to |
|
31 Mar 24 |
Note |
£ |
Turnover |
4 |
6,053,498 |
|
|
|
Cost of sales |
2,325,341 |
|
------------ |
Gross profit |
3,728,157 |
|
|
Administrative expenses |
3,408,536 |
Other operating income |
5 |
76,660 |
|
|
------------ |
Operating profit |
6 |
396,281 |
|
|
|
Other interest receivable and similar income |
10 |
2,061 |
Interest payable and similar expenses |
11 |
(
83) |
|
------------ |
Profit before taxation |
398,425 |
|
|
|
Tax on profit |
12 |
160,847 |
|
--------- |
Profit for the financial period and total comprehensive income |
237,578 |
|
--------- |
|
|
|
All the activities of the group are from continuing operations.
Consolidated Statement of Financial Position |
|
31 March 2024
Fixed assets
Intangible assets |
14 |
807,227 |
Tangible assets |
15 |
680,706 |
|
------------ |
|
1,487,933 |
|
|
|
Current assets
Stocks |
17 |
153,022 |
Debtors |
18 |
303,159 |
Cash at bank and in hand |
1,191,333 |
|
------------ |
|
1,647,514 |
|
|
|
Creditors: amounts falling due within one year |
19 |
1,497,022 |
|
------------ |
Net current assets |
150,492 |
|
------------ |
Total assets less current liabilities |
1,638,425 |
|
|
|
Creditors: amounts falling due after more than one year |
20 |
1,287,888 |
|
|
|
Provisions |
21 |
152,622 |
|
------------ |
Net assets |
197,915 |
|
------------ |
|
|
|
Capital and reserves
Called up share capital |
25 |
200 |
Profit and loss account |
197,715 |
|
--------- |
Shareholders funds |
197,915 |
|
--------- |
|
|
|
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the medium companies regime.
These financial statements were approved by the
board of directors
and authorised for issue on
17 March 2025
, and are signed on behalf of the board by:
Mr Ashley Steven Gartshore |
Director |
|
Company registration number:
14859095
Company Statement of Financial Position |
|
31 March 2024
Fixed assets
Current assets
Cash at bank and in hand |
5,716 |
|
|
Creditors: amounts falling due within one year |
19 |
1,134,708 |
|
------------ |
Net current liabilities |
1,128,992 |
|
------------ |
Total assets less current liabilities |
1,476,846 |
|
|
|
Creditors: amounts falling due after more than one year |
20 |
1,287,888 |
|
------------ |
Net assets |
188,958 |
|
------------ |
|
|
|
Capital and reserves
Called up share capital |
25 |
200 |
Profit and loss account |
188,758 |
|
--------- |
Shareholders funds |
188,958 |
|
--------- |
|
|
|
The profit for the financial period of the parent company was £
228,621
.
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the medium companies regime.
These financial statements were approved by the
board of directors
and authorised for issue on
17 March 2025
, and are signed on behalf of the board by:
Mr Ashley Steven Gartshore |
Director |
|
Company registration number:
14859095
Consolidated Statement of Changes in Equity |
|
Period from 10 May 2023 to 31 March 2024
|
Called up share capital |
Profit and loss account |
Total |
|
£ |
£ |
£ |
At 10 May 2023 |
– |
– |
– |
|
|
|
|
Profit for the period |
|
237,578 |
237,578 |
|
---- |
--------- |
--------- |
Total comprehensive income for the period |
– |
237,578 |
237,578 |
|
|
|
|
Issue of shares |
200 |
– |
200 |
Dividends paid and payable |
13 |
– |
(
39,863) |
(
39,863) |
|
---- |
-------- |
-------- |
Total investments by and distributions to owners |
200 |
(
39,863) |
(
39,663) |
|
|
|
|
|
---- |
--------- |
--------- |
At 31 March 2024 |
200 |
197,715 |
197,915 |
|
---- |
--------- |
--------- |
|
|
|
|
|
Company Statement of Changes in Equity |
|
Period from 10 May 2023 to 31 March 2024
|
Called up share capital |
Profit and loss account |
Total |
|
£ |
£ |
£ |
At 10 May 2023 |
– |
– |
– |
|
|
|
|
Profit for the period |
|
228,621 |
228,621 |
|
---- |
--------- |
--------- |
Total comprehensive income for the period |
– |
228,621 |
228,621 |
|
|
|
|
Issue of shares |
200 |
– |
200 |
Dividends paid and payable |
13 |
– |
(
39,863) |
(
39,863) |
|
---- |
-------- |
-------- |
Total investments by and distributions to owners |
200 |
(
39,863) |
(
39,663) |
|
|
|
|
|
---- |
--------- |
--------- |
At 31 March 2024 |
200 |
188,758 |
188,958 |
|
---- |
--------- |
--------- |
|
|
|
|
|
Consolidated Statement of Cash Flows |
|
Period from 10 May 2023 to 31 March 2024
Cash flows from operating activities
Profit for the financial period |
237,578 |
|
|
Adjustments for: |
|
Depreciation of tangible assets |
86,020 |
Amortisation of intangible assets |
42,486 |
Other interest receivable and similar income |
(
2,061) |
Interest payable and similar expenses |
(
83) |
Tax on profit |
160,847 |
Accrued income |
(
19,903) |
Other operating cash flow adjustment |
1,084,140 |
|
|
Changes in: |
|
Stocks |
(
22,844) |
Trade and other debtors |
615,706 |
Trade and other creditors |
288,124 |
|
------------ |
Cash generated from operations |
2,470,010 |
|
|
Interest paid |
83 |
Interest received |
2,061 |
Tax paid |
(
57,540) |
|
------------ |
Net cash from operating activities |
2,414,614 |
|
------------ |
|
|
Cash flows from investing activities
Purchase of tangible assets |
(
233,636) |
Acquisition of subsidiaries |
(
2,605,838) |
|
------------ |
Net cash used in investing activities |
(
2,839,474) |
|
------------ |
|
|
Cash flows from financing activities
Proceeds from issue of ordinary shares |
200 |
Proceeds from borrowings |
1,655,856 |
Dividends paid |
(
39,863) |
|
------------ |
Net cash from financing activities |
1,616,193 |
|
------------ |
|
|
Net increase in cash and cash equivalents |
1,191,333 |
Cash and cash equivalents at beginning of period |
– |
|
------------ |
Cash and cash equivalents at end of period |
1,191,333 |
|
------------ |
|
|
Notes to the Financial Statements |
|
Period from 10 May 2023 to 31 March 2024
1.
General information
The company is a private company limited by shares, registered in England and Wales. The address of the registered office is Suite C, The Quadrant, 99 Parkway Avenue, Sheffield, S9 4WG. The principal place of business of the company is the Dovecote, 41 Coventry Road, Narborough, Leicester, LE19 2GN.
2.
Statement of compliance
These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.
3.
Accounting policies
Basis of preparation
The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.
The financial statements are prepared in sterling, which is the functional currency of the entity.
Disclosure exemptions
The parent company satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following reduced disclosures available under FRS 102:
(a) Disclosures in respect of each class of share capital have not been presented.
(b) No cash flow statement has been presented for the company.
(c) Disclosures in respect of financial instruments have not been presented.
(d) No disclosure has been given for the aggregate remuneration of key management personnel.
Consolidation
The financial statements consolidate the financial statements of
Sage Pubs Ltd
and all of its subsidiary undertakings.
The results of subsidiaries acquired or disposed of during the period are included from or to the date that control passes.
The parent company has applied the exemption contained in section 408 of the Companies Act 2006 and has not presented its individual profit and loss account.
Judgements and key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Revenue recognition
Turnover is measured at the fair value of the consideration received or receivable for goods supplied and services rendered, net of discounts and Value Added Tax. Revenue from the sale of goods is recognised when the significant risks and rewards of ownership have transferred to the buyer (usually on despatch of the goods); the amount of revenue can be measured reliably; it is probable that the associated economic benefits will flow to the entity; and the costs incurred or to be incurred in respect of the transactions can be measured reliably.
Income tax
The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.
Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other 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. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.
Operating leases
Lease payments are recognised as an expense over the lease term on a straight-line basis. The aggregate benefit of lease incentives is recognised as a reduction to expense over the lease term, on a straight-line basis.
Goodwill
Goodwill arises on business acquisitions and represents the excess of the cost of the acquisition over the company's interest in the net amount of the identifiable assets, liabilities and contingent liabilities of the acquired business. Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. It is amortised on a straight-line basis over its useful life. Where a reliable estimate of the useful life of goodwill or intangible assets cannot be made, the life is presumed not to exceed ten years.
Amortisation
Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:
|
Goodwill |
- |
10 Years at £84971 per annum |
|
|
|
|
If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.
Tangible assets
Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. An increase in the carrying amount of an asset as a result of a revaluation, is recognised in other comprehensive income and accumulated in equity, except to the extent it reverses a revaluation decrease of the same asset previously recognised in profit or loss. A decrease in the carrying amount of an asset as a result of revaluation, is recognised in other comprehensive income to the extent of any previously recognised revaluation increase accumulated in equity in respect of that asset. Where a revaluation decrease exceeds the accumulated revaluation gains accumulated in equity in respect of that asset, the excess shall be recognised in profit or loss.
Depreciation
Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:
|
Fixtures and fittings |
- |
20% reducing balance |
|
|
|
|
Investments
Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.
Listed investments are measured at fair value with changes in fair value being recognised in profit or loss.
Investments in associates
Investments in associates are accounted for using the equity method of accounting, whereby the investment is initially recognised at the transaction price and subsequently adjusted to reflect the group's share of the profit or loss, other comprehensive income and equity of the associate.
Investments in joint ventures
Investments in joint ventures are accounted for using the equity method of accounting, whereby the investment is initially recognised at the transaction price and subsequently adjusted to reflect the group's share of the profit or loss, other comprehensive income and equity of the joint venture.
Impairment of fixed assets
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units.
Stocks
Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing the stock to its present location and condition. Stocks are recorded on a first in first out basis.
Provisions
Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense. Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset. When a provision is measured at the present value of the amount expected to be required to settle the obligation, the unwinding of the discount is recognised as a finance cost in profit or loss in the period it arises.
Financial instruments
A financial asset or a financial liability is recognised only when the company becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Debt instruments are subsequently measured at amortised cost. Where investments in non-convertible preference shares and non-puttable ordinary shares or preference shares are publicly traded or their fair value can otherwise be measured reliably, the investment is subsequently measured at fair value with changes in fair value recognised in profit or loss. All other such investments are subsequently measured at cost less impairment. Other financial instruments, including derivatives, are initially recognised at fair value, unless payment for an asset is deferred beyond normal business terms or financed at a rate of interest that is not a market rate, in which case the asset is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Other financial instruments are subsequently measured at fair value, with any changes recognised in profit or loss, with the exception of hedging instruments in a designated hedging relationship.
Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics. Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.
Defined contribution plans
Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund. When contributions are not expected to be settled wholly within 12 months of the end of the reporting date in which the employees render the related service, the liability is measured on a discounted present value basis. The unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
4.
Turnover
Turnover arises from:
|
Period from |
|
10 May 23 to |
|
31 Mar 24 |
|
£ |
Sale of goods |
6,053,498 |
|
------------ |
|
|
The whole of the turnover is attributable to the principal activity of the group wholly undertaken in the United Kingdom.
5.
Other operating income
|
Period from |
|
10 May 23 to |
|
31 Mar 24 |
|
£ |
Other operating income |
76,660 |
|
-------- |
|
|
6.
Operating profit
Operating profit or loss is stated after charging:
|
Period from |
|
10 May 23 to |
|
31 Mar 24 |
|
£ |
Amortisation of intangible assets |
42,486 |
Depreciation of tangible assets |
86,020 |
|
-------- |
|
|
7.
Auditor's remuneration
|
Period from |
|
10 May 23 to |
|
31 Mar 24 |
|
£ |
Fees payable for the audit of the financial statements |
20,000 |
|
-------- |
|
|
8.
Staff costs
The average number of persons employed by the group during the period, including the directors, amounted to:
|
31 Mar 24 |
|
No. |
Production staff |
255 |
Administrative staff |
9 |
Management staff |
5 |
|
---- |
|
269 |
|
---- |
|
|
The aggregate payroll costs incurred during the period, relating to the above, were:
|
Period from |
|
10 May 23 to |
|
31 Mar 24 |
|
£ |
Wages and salaries |
1,838,527 |
Social security costs |
124,974 |
Other pension costs |
28,022 |
|
------------ |
|
1,991,523 |
|
------------ |
|
|
9.
Directors' remuneration
The directors' aggregate remuneration in respect of qualifying services was:
|
Period from |
|
10 May 23 to |
|
31 Mar 24 |
|
£ |
Remuneration |
12,899 |
Company contributions to defined contribution pension plans |
142 |
|
-------- |
|
13,041 |
|
-------- |
|
|
10.
Other interest receivable and similar income
|
Period from |
|
10 May 23 to |
|
31 Mar 24 |
|
£ |
Interest on cash and cash equivalents |
2,061 |
|
------- |
|
|
11.
Interest payable and similar expenses
|
Period from |
|
10 May 23 to |
|
31 Mar 24 |
|
£ |
Other interest payable and similar charges |
(
83) |
|
---- |
|
|
12.
Tax on profit
Major components of tax expense
|
Period from |
|
10 May 23 to |
|
31 Mar 24 |
|
£ |
|
|
Current tax:
UK current tax income |
87,919 |
|
|
Deferred tax:
Origination and reversal of timing differences |
72,928 |
|
--------- |
Tax on profit |
160,847 |
|
--------- |
|
|
Reconciliation of tax expense
The tax assessed on the profit on ordinary activities for the period is higher than the
standard rate of corporation tax in the UK
of
25
%.
|
Period from |
|
10 May 23 to |
|
31 Mar 24 |
|
£ |
Profit on ordinary activities before taxation |
398,425 |
|
--------- |
Profit on ordinary activities by rate of tax |
99,606 |
Effect of expenses not deductible for tax purposes |
10,763 |
Effect of capital allowances and depreciation |
(
31,351) |
Deferred Tax |
72,928 |
Other adjustments |
8,901
|
|
--------- |
Tax on profit |
160,847 |
|
--------- |
|
|
The main rate of corporation tax in the UK changed from 19% in the prior year to 25% in the current year.
13.
Dividends
|
31 Mar 24 |
|
£ |
Dividends paid during the period (excluding those for which a liability existed at the end of the prior period ) |
39,863 |
|
-------- |
|
|
14.
Intangible assets
Group |
Goodwill |
|
£ |
Cost |
|
At 10 May 2023 |
– |
Acquisitions through business combinations |
849,713 |
|
--------- |
At 31 March 2024 |
849,713 |
|
--------- |
Amortisation |
|
At 10 May 2023 |
– |
Charge for the period |
42,486 |
|
--------- |
At 31 March 2024 |
42,486 |
|
--------- |
Carrying amount |
|
At 31 March 2024 |
807,227 |
|
--------- |
|
|
The company has no intangible assets.
15.
Tangible assets
Group |
Fixtures and fittings |
|
£ |
Cost |
|
At 10 May 2023 |
– |
Additions |
233,637 |
Acquisitions through business combinations |
533,089 |
|
--------- |
At 31 March 2024 |
766,726 |
|
--------- |
Depreciation |
|
At 10 May 2023 |
– |
Charge for the period |
86,020 |
|
--------- |
At 31 March 2024 |
86,020 |
|
--------- |
Carrying amount |
|
At 31 March 2024 |
680,706 |
|
--------- |
|
|
The company has no tangible assets.
16.
Investments
The group has no investments.
Company |
Shares in group undertakings |
|
£ |
Cost |
|
At 10 May 2023 |
– |
Additions |
2,605,838 |
|
------------ |
At 31 March 2024 |
2,605,838 |
|
------------ |
Impairment |
|
At 10 May 2023 and 31 March 2024 |
– |
|
------------ |
|
|
Carrying amount |
|
At 31 March 2024 |
2,605,838 |
|
------------ |
|
|
Subsidiaries, associates and other investments
Details of the investments in which the parent company has an interest of 20% or more are as follows:
|
Class of share |
Percentage of shares held |
Subsidiary undertakings |
|
|
Roseacre Pub Company Ltd |
Ordinary |
100 |
|
|
|
The registered office of the subsidiary is Suite C, The Quadrant, 99 Parkway Avenue, Sheffield, South Yorkshire, S9 4WG. On 1 October 2023 the company acquired the whole of the issued share capital of Roseacre Pub Company Ltd for £2,592,868. This cost was satisfied via a deferred consideration agreement. This has been accounted for under the acquisition method. The fair value of the assets and liabilities aquired were as follows: | | 2024 |
| | £ |
| Fixed Assets | 578,089 |
| Current Assets | 2,088,183 |
| Current Liabilities | 910,147 |
| Total | 1,756,125 |
| | |
| | 2024 |
| | £ |
| Consideration | 2,592,868 |
| Acquisition Costs | 12,970 |
| Total | 2,605,838 |
| | |
| | 2024 |
| | £ |
| Goodwill on Acquisition | 849,713 |
| | |
Goodwill on acquistion represents the difference between the fair value of the assets acquired in the acquired subsidiary and the purchase consideration. It is anticipated that the group will continue to benefit from the income generated by the acquired subsidiary for the foreseeable future. Goodwill is therefore being released to the profit and loss account over 10 years. Since acquiring the subsidiary the group has generated turnover of £6,053,498 and the total profit is £237,578 after adjustment for pre acquisition profit and prior year adjustments.
17.
Stocks
|
Group |
Company |
|
31 Mar 24 |
31 Mar 24 |
|
£ |
£ |
Liquor and Food |
153,022 |
– |
|
--------- |
---- |
|
|
|
18.
Debtors
|
Group |
Company |
|
31 Mar 24 |
31 Mar 24 |
|
£ |
£ |
Prepayments and accrued income |
147,131 |
– |
Other debtors |
156,028 |
– |
|
--------- |
---- |
|
303,159 |
– |
|
--------- |
---- |
|
|
|
19.
Creditors:
amounts falling due within one year
|
Group |
Company |
|
31 Mar 24 |
31 Mar 24 |
|
£ |
£ |
Bank loans and overdrafts |
367,968 |
– |
Trade creditors |
481,860 |
– |
Amounts owed to group undertakings |
– |
766,740 |
Accruals and deferred income |
187,781 |
– |
Corporation tax |
263,239 |
– |
Social security and other taxes |
156,219 |
– |
Deferred consideration |
– |
367,968 |
Other creditors |
39,955 |
– |
|
------------ |
------------ |
|
1,497,022 |
1,134,708 |
|
------------ |
------------ |
|
|
|
20.
Creditors:
amounts falling due after more than one year
|
Group |
Company |
|
31 Mar 24 |
31 Mar 24 |
|
£ |
£ |
Bank loans and overdrafts |
1,287,888 |
– |
Deferred consideration |
– |
1,287,888 |
|
------------ |
------------ |
|
1,287,888 |
1,287,888 |
|
------------ |
------------ |
|
|
|
All creditors falling due after more than one year are due within five years. This balance is repayable by monthly instalments, and is interest free, except if there were to be a failure to make payment. Deferred consideration totalling £1,655,856 are secured over the group's interest in property (including leaseholds).
21.
Provisions
Group |
Deferred tax (note 22) |
|
£ |
At 10 May 2023 |
– |
Additions |
152,622 |
|
--------- |
At 31 March 2024 |
152,622 |
|
--------- |
|
|
The company does not have any provisions.
22.
Deferred tax
The deferred tax included in the statement of financial position is as follows:
|
Group |
Company |
|
31 Mar 24 |
31 Mar 24 |
|
£ |
£ |
Included in provisions (note 21) |
152,622 |
– |
|
--------- |
---- |
|
|
|
The deferred tax account consists of the tax effect of timing differences in respect of:
|
Group |
Company |
|
31 Mar 24 |
31 Mar 24 |
|
£ |
£ |
Accelerated capital allowances |
152,622 |
– |
|
--------- |
---- |
|
|
|
The deferred tax liability set out above will be reversed when associated assets are depreciated or sold.
23.
Employee benefits
Defined contribution plans
The amount recognised in profit or loss as an expense in relation to defined contribution plans was £
28,022
.
24.
Financial instruments
|
|
2024 |
|
|
£ |
|
Financial assets |
531,911 |
|
|
|
|
|
2024 |
|
|
£ |
|
Financial liabilities |
889,783 |
|
|
|
| | 2024 |
| | £ |
| Financial assets | 531,911 |
| | |
| | 2024 |
| | £ |
| Financial liabilities | 889,783 |
| | |
The totals for financial instruments held at fair value above relate to assets and liabilities valued at cost, which due to their short-life nature is deemed to be equal to fair value. As such there have been no charges to profit or loss in respect of adjustments to fair value recognised in the period.
25.
Called up share capital
Issued, called up and fully paid
|
|
31 Mar 24 |
|
No. |
£ |
Ordinary shares of £ 1 each |
100 |
100 |
Ordinary Class A shares of £ 1 each |
100 |
100 |
|
---- |
---- |
|
200 |
200 |
|
---- |
---- |
|
|
|
Ordinary shares are voting, participating, non-redeemable shares. All shares were allotted during the period, to provide the initial share capital of the company and the consideration received was equal to their nominal value.
26.
Analysis of changes in net debt
|
At 10 May 2023 |
Cash flows |
At 31 Mar 2024 |
|
£ |
£ |
£ |
Cash at bank and in hand |
– |
1,191,333 |
1,191,333 |
Debt due within one year |
– |
(367,968) |
(367,968) |
Debt due after one year |
– |
(1,287,888) |
(1,287,888) |
|
---- |
------------ |
------------ |
|
– |
(
464,523) |
(
464,523) |
|
---- |
------------ |
------------ |
|
|
|
|
27.
Operating leases
The total future minimum lease payments under non-cancellable operating leases are as follows:
|
Group |
Company |
|
31 Mar 24 |
31 Mar 24 |
|
£ |
£ |
Not later than 1 year |
581,371 |
– |
Later than 1 year and not later than 5 years |
1,639,997 |
– |
Later than 5 years |
85,963 |
– |
|
------------ |
---- |
|
2,307,331 |
– |
|
------------ |
---- |
|
|
|
The group's future minimum operating lease payments under non-cancellable operating leases are as disclosed above. The group's total operating lease costs for the period were £248,818. The company does not have any leases.
28.
Limitation of auditors liability
The auditor's liability is limited to £100,000 by terms of their engagement letter.
29.
Related party transactions
Company
At the year end, the company was in receipt of loans totalling £766,740 from subsidiaries. These loans were interest free and repayable on demand.