|
Registered number: 11656422
WHISKEY & WEALTH CLUB LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
WHISKEY & WEALTH CLUB LIMITED
COMPANY INFORMATION
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chartered Accountants & Statutory Auditor
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WHISKEY & WEALTH CLUB LIMITED
CONTENTS
|
|
|
|
|
|
|
|
|
Independent auditors' report
|
|
Statement of comprehensive income
|
|
|
|
|
Statement of changes in equity
|
|
|
|
|
|
|
|
Notes to the financial statements
|
|
|
|
WHISKEY & WEALTH CLUB LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The director presents his report and financial statements for the year ended 31 December 2023.
Whiskey & Wealth Club Limited ("WWC") was founded on a simple idea of creating a business which allowed private individuals an opportunity to share and enjoy the experience of owning cask whiskey. The business has traded since 2018 and has strengthened its position year on year.
The director is again pleased to report another hugely successful year in 2023 achieving sales of £15.9m which was In line with business expectations. The outcome for 2024 is set to be a similar result.
The director is committed to spending significant amounts on key areas of the business, namely marketing, advertising and promotional activities. Even with the level of spend incurred, both gross and net profit margins have been consistently achieved and in line with expectations.
The director is pleased with the results given the difficult climate and the competitive nature of the market in which the business operates. The director continues to invest in its future and further offerings to individuals across the world. The director is pleased to be able to share some of these plans in the following report.
Group Structure
In December 2022 Management opted to ·consolidate the legal entities and form a corporate structure. The rationale for forming a group structure was due to the reliance each of the businesses placed on each other, the scale of related party trading and most importantly the synergies which exist or which could exist by operating as one overall group. By consolidating the companies into one corporate structure will facilitate future Investment and create a cohesive brand under which the businesses can operate and grow.
Global Footprint
In 2022 the company opened offices In Sydney, Australia. The Australian businesses began to trade in September 2022 with the aim of better targeting and servicing the Australasia region including Australia, New Zealand and various countries in Asia. The company has effected its plans to open further international offices in 2024 including Hong Kong, China and the USA. Although the company can service global customers from its UK and Irish offices, having a local presence adds benefits relating to lime zones, language and culture as well enabling the business to acquire macro and micro economic knowledge and insight.
Page 1
|
|
WHISKEY & WEALTH CLUB LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
Principal risks and uncertainties
|
The principal risks and uncertainties of the business are considered to be the following:
Competition
The market place is highly competitive from new entrants but also from existing entities offering investment opportunities. As a business we have performed extremely well against others and continue to be committed to maintain our key market share. In order to mitigate the risks of competition, we ensure our product remains desirable whilst maintaining investment plans to expand Its offering beyond Scotch and Irish whiskeys.
Marketing
New financial policies from the likes of Google mean it is increasingly difficult for companies not regulated by the Financial Conduct Authority ("FCA") to take advantage of Google Ads. With Facebook due to release similar restrictions, the company may face short term issues with marketing. To address this, WWC has implemented a strategy to build organic traffic and in addition, the company has an existing database of individual investors and maintains strong client relationships, bringing in repeat business.
Supply
Whilst the demand exists for exponential growth, the company is limited by the quantities of liquid it can source. II has already taken steps to alleviate this by moving into new markets and whiskeys from other countries.
Casks
A general worldwide shortage of bourbon casks has seen demand outstrip supply, however, WWC is securing new suppliers of the highest quality bourbon casks and will mitigate against this shortage. As an alternative, the company can also source other, more unusual premium casks from other countries
Financial key performance indicators
|
The company continues to monitor its performance with indicators such as volumes of sales, gross and net profit margins, contribution after marketing and promotional costs, net and current asset values. The director is pleased with the performance when measured against these Indicators.
Other key performance indicators
|
The business is extremely focused on maintaining a high level of professional compliance in areas such as quality assurance, know your client ("KYC") procedures and account management. Policies and procedures have been implemented ensuring that quality assurance communications are made with regularity, all 'new welcome' procedures around KYC are undertaken without engagement occurring before this point and teams of employees are regularly trained and inducted on procedures around onboarding to ensure a consistent and compliant process is achieved.
This report was approved by the board and signed on its behalf.
Page 2
|
|
WHISKEY & WEALTH CLUB LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The director presents his report and the financial statements for the year ended 31 December 2023.
Director's responsibilities statement
|
The director is responsible for preparing the Strategic report, the Director's report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.
In preparing these financial statements, the director is required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The profit for the year, after taxation, amounted to £1,193,355 (2022 - £1,942,421).
The directors have recommended a dividend of £8,289,253 (2022: £Nil) for the year.
The director who served during the year was:
Page 3
|
|
WHISKEY & WEALTH CLUB LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
The company's business activities, together with the factors likely to affect its future development, performance and position are set out in the business review and director's report. The financial position of the company, its cash flows, liquidity position and borrowing facilities are described In the same reports and throughout the notes to the financial statements.
The company manages and mitigates its risks where possible and looks to ensure that It has a reliable supply chain, keeping strong relationships with suppliers to ensure that demand is met. In addition, and whilst servicing its customers and the growth potential, the business also continues to invest in its offering of products and explores opportunities in development of craft whiskeys through its connected companies.
To maintain the company's financial position, the company benefits from a mixture of short, medium and long term working capital. Loans remain outstanding from connected businesses, but directors have assessed the medium to long-term forecasts and cash flow projections and have satisfied themselves that the amounts are receivable in full.
In the unlikely event that additional working capital is required, the business has received written support from its connected companies and the director remains confident it will be able to secure external credit facilities, if required.
The company's forecasts and projections, taking account of possible changes in trading performance, show that the company should be able to operate within the level of its current facility. As a consequence, the director believes that the company is well placed to manage its business risks successfully.
After making enquiries, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, he continues to adopt the going concern basis in preparing the annual report and financial statements.
As discussed in the strategic report, in order to keep competitive advantage and benefit from the expected exponential growth in both the Irish and Scotch whiskey Industries, the company has future plans to scale up and cement its position as the world leader in the wholesale cask industry. The director continues to look in to and consider options such as expanding the company's product offering of whiskey from other countries, strengthening its own supply chains, investing in compliance and looking to new markets in new locations.
Qualifying third party indemnity provisions
|
The Company has arranged for Directors' and Officers' liability insurance to indemnify its Director against liabilities arising from the performance of his duties. This insurance is a qualifying third-party indemnity provision under the Companies Act 2006 and was in place throughout the financial year and remains in force at the date of this report.
Matters covered in the Strategic Report
|
As permitted by S414c(11) of the Companies Act 2006, the director has elected to disclose information, required to be in the director's report by Schedule 7 of the 'Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008', in the Strategic Report.
Page 4
|
|
WHISKEY & WEALTH CLUB LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
Disclosure of information to auditors
|
The director at the time when this Director's report is approved has confirmed that:
∙so far as he is aware, there is no relevant audit information of which the Company's auditors are unaware, and
∙he has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
Post balance sheet events
|
There have been no significant events affecting the Company since the year end.
During the year, Dains Audit Limited resigned as auditors and BKL Audit LLP were appointed in their stead.
Under section 487(2) of the Companies Act 2006, BKL Audit LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board and signed on its behalf.
Page 5
|
|
WHISKEY & WEALTH CLUB LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WHISKEY & WEALTH CLUB LIMITED
We have audited the financial statements of Whiskey & Wealth Club Limited (the 'Company') for the year ended 31 December 2023, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of cash flows, the Statement of changes in equity 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 Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
∙give a true and fair view of the state of the Company's affairs as at 31 December 2023 and of its profit for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
|
In auditing the financial statements, we have concluded that the director's 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 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 director with respect to going concern are described in the relevant sections of this report.
Page 6
|
|
WHISKEY & WEALTH CLUB LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WHISKEY & WEALTH CLUB LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The director is 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.
Opinion on other matters prescribed by the Companies Act 2006
|
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Director's 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Director's 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, or returns adequate for our audit have not been received from branches not visited by us; or
∙the financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of director's remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.
Responsibilities of directors
|
As explained more fully in the Director's responsibilities statement set out on page 3, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines 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 director is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Page 7
|
|
WHISKEY & WEALTH CLUB LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WHISKEY & WEALTH CLUB LIMITED (CONTINUED)
Auditors' responsibilities for the audit of the financial statements
|
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these 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:
∙enquiring of management and those charged with governance around actual and potential litigation and claims;
∙enquiring of management and those charged with governance to identify any instances of non-compliance with laws and regulations;
∙reviewing board meeting minutes for all meetings taking place throughout the year and up until the date of signature of these financial statements;
∙reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
∙reviewing the general ledger in detail for all transactions with related parties; performing walk through testing to ensure systems and controls are operating as recorded where appropriate;
∙performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.
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 of the effectiveness of the Company's internal control.
∙Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the director.
∙Conclude on the appropriateness of the director's 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 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 Auditors' 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 Auditors' report. However, future events or conditions may cause the 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.
Page 8
|
|
WHISKEY & WEALTH CLUB LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WHISKEY & WEALTH CLUB LIMITED (CONTINUED)
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.
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 Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
Michael Wedge FCA (Senior statutory auditor)
for and on behalf of
BKL Audit LLP
Chartered Accountants & Statutory Auditor
35 Ballards Lane
London
N3 1XW
2 April 2025
Page 9
|
|
WHISKEY & WEALTH CLUB LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest payable and similar expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the financial year
|
|
|
|
There was no other comprehensive income for 2023 (2022:£NIL).
|
The notes on pages 17 to 33 form part of these financial statements.
|
Page 10
|
|
WHISKEY & WEALTH CLUB LIMITED
REGISTERED NUMBER: 11656422
BALANCE SHEET
AS AT 31 DECEMBER 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debtors: amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Creditors: amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets less current liabilities
|
|
|
|
|
|
Creditors: amounts falling due after more than one year
|
|
|
|
|
|
Provisions for liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 17 to 33 form part of these financial statements.
Page 11
|
|
WHISKEY & WEALTH CLUB LIMITED
REGISTERED NUMBER: 11656422
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023
Page 12
|
|
WHISKEY & WEALTH CLUB LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income for the year
|
|
|
|
|
|
|
|
|
Total comprehensive income for the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income for the year
|
|
|
|
|
|
|
|
|
Total comprehensive income for the year
|
|
|
|
Contributions by and distributions to owners
|
|
|
|
|
|
|
|
|
Total transactions with owners
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The notes on pages 17 to 33 form part of these financial statements.
|
Page 13
|
|
WHISKEY & WEALTH CLUB LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
Cash flows from operating activities
|
|
|
Profit for the financial year
|
|
|
|
|
|
|
Amortisation of intangible assets
|
|
|
Depreciation of tangible assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Decrease/(increase) in debtors
|
|
|
(Increase) in amounts owed by group companies
|
|
|
(Decrease)/increase in creditors
|
|
|
Increase in amounts owed to group companies
|
|
|
|
|
|
|
Net cash generated from operating activities
|
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
Purchase of intangible fixed assets
|
|
|
Purchase of tangible fixed assets
|
|
|
Government grants received
|
|
|
Net cash from investing activities
|
|
|
Page 14
|
|
WHISKEY & WEALTH CLUB LIMITED
STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans due from/(repaid to) directors
|
|
|
|
|
|
|
|
|
|
|
Net cash used in financing activities
|
|
|
Net increase/(decrease) in cash and cash equivalents
|
|
|
Cash and cash equivalents at beginning of year
|
|
|
Cash and cash equivalents at the end of year
|
|
|
|
|
|
|
Cash and cash equivalents at the end of year comprise:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The notes on pages 17 to 33 form part of these financial statements.
|
Page 15
|
|
WHISKEY & WEALTH CLUB LIMITED
ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023
The notes on pages 17 to 33 form part of these financial statements.
|
Page 16
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Whiskey & Wealth Club Limited is a private company, limited by shares, incorporated in England and Wales under the Companies Act.
The address of the registered office and principal place of business is 51a George Street, Richmond, England, TW9 1HJ.
The principal activity is wholesale purchase and sale of new make spirits in casks
2.Accounting policies
|
|
|
Basis of preparation of financial statements
|
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
These financial statements are prepared on the going concern basis. The directors have assessed the use of going concern and have considered possible events or conditions that might cast significant doubt on the ability of the company to continue as a going concern. The directors have made this assessment for a period of at least twelve months from the date of the approval of these financial statements.
The directors consider that the company has adequate resources to continue in operational existence for the foreseeable future and there are no material uncertainties about the company's ability to continue as a going concern. The directors therefore continue to adopt the going concern basis in preparing these financial statements.
Page 17
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
|
|
|
Foreign currency translation
|
Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'administrative costs'.
Revenue is derived from the sale of whiskey and spirits casks, related storage and insurance costs and is recognised upon transfer of title. It is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is derived from the sale of whiskey and spirits casks, related storage and insurance costs and is recognised upon transfer of title. is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Sale of goods
Revenue is derived from the sale of whiskey and spirits casks, related storage and insurance costs and is recognised upon transfer of title. from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Company has transferred the significant risks and rewards of ownership to the buyer;
∙the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Company will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
|
|
|
Operating leases: the Company as lessee
|
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Page 18
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Grants are accounted under the accruals model as permitted by FRS 102. Grants of a revenue nature are recognised in the Statement of comprehensive income in the same period as the related expenditure. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.
|
|
|
Current and deferred taxation
|
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
Page 19
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives are as follows:
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
Stocks consist of casks of whiskey for sale and are stated at the lower of cost and net realisable value, being the estimated selling price less costs to sell. Cost is based on the cost of purchase on a first in, first out basis. Finished goods include storage and insurance costs
At each year end date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to sell. The impairment loss is recognised immediately in profit or loss.
Page 20
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
|
|
|
Cash and cash equivalents
|
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
In the Statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.
|
|
|
Provisions for liabilities
|
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
Increases in provisions are generally charged as an expense to profit or loss.
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
The Company has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.
Financial instruments are recognised in the Company's Statement of Financial Position 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 trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
Impairment of financial assets
Financial assets are assessed for indicators of impairment at each reporting date.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The
Page 21
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
|
|
|
Financial instruments (continued)
|
impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Derecognition of financial instruments
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
Page 22
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
Judgments in applying accounting policies 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 for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Impairment of amounts owed by connected businesses
The company assesses at each reporting date whether the amounts due may be impaired. If any such indication exists the company estimates the recoverable amount by comparing the carrying values in the financial statements to the reported net assets at the balance sheet date together with a consideration of future expected financial performance and any guarantees provided.
An Impairment charge is made if the net assets are less than the carrying value of the asset and there is no reasonably foreseeable reversal of these circumstances (see note 15 for further details).
|
|
|
|
|
An analysis of turnover by class of business is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sale of casks of whiskey and related storage costs
|
|
|
|
|
|
|
|
|
|
All turnover arose from investors across the globe, and is stored in bonded warehouses within the United Kingdom.
|
|
|
|
|
|
|
|
Government grants receivable
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 23
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
|
|
|
The operating profit is stated after charging:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation of tangible fixed assets
|
|
|
|
|
Amortisation of intangible assets
|
|
|
|
|
|
|
|
|
|
Other operating lease rentals
|
|
|
|
|
Defined contribution pension cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
During the year, the Company obtained the following services from the Company's auditors:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees payable to the Company's auditors in respect of:
|
|
|
|
|
The auditing of accounts of the Company
|
|
|
|
|
Taxation compliance services
|
|
|
|
|
|
|
|
Staff costs were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of defined contribution scheme
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The average monthly number of employees, including the director, during the year was as follows:
|
Page 24
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
Interest payable and similar expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other loan interest payable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current tax on profits for the year
|
|
|
|
|
Adjustments in respect of previous periods
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Origination and reversal of timing differences
|
|
|
|
|
|
|
|
Page 25
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
10.Taxation (continued)
|
|
Factors affecting tax charge for the year
|
|
|
The tax assessed for the year is higher than (2022 - higher than) the standard rate of corporation tax in the UK of 23.5% (2022 - 19%). The differences are explained below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit on ordinary activities before tax
|
|
|
|
|
Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.5% (2022 - 19%)
|
|
|
|
|
|
|
|
|
|
Expenses not deductible for tax purposes
|
|
|
|
|
|
|
|
|
|
Adjustments to tax charge in respect of prior periods
|
|
|
|
|
Remeasurement of deferred tax for changes in tax rates
|
|
|
|
|
|
|
|
|
|
Total tax charge for the year
|
|
|
|
|
Factors that may affect future tax charges
|
There were no factors that may affect future tax charges.
|
|
Dividends paid to share holder
|
|
|
Page 26
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Charge for the year on owned assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 27
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Charge for the year on owned assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 28
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
|
|
|
|
|
|
|
|
|
|
Amounts owed by group undertakings
|
|
|
|
|
|
|
|
|
|
Prepayments and accrued income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts owed by Group undertakings include unsecured loans which are interest free and repayable upon demand. The loans have been given to explore new product ranges, expand and develop growth opportunities. Loan agreements are in place for significant amount of the debt, but the director acknowledges that these debts are not likely to be recovered in the short-term, whilst the companies build their brand, reputation and product range, within the market place. The director has therefore assessed the medium to long term forecast and cashflow projections of the businesses and has concluded that the loans are recoverable in full from the future profitable performance and as such has made no provision for impairment against these balances at the year end date.
Included within other debtors due within one year are loans of £346,057 (2022: £3,643,243) due from the director and shareholders. See notes 26 and 27 for further details. The loans are interest free and repayable upon demand.
|
|
|
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 29
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
Creditors: Amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts owed to group undertakings
|
|
|
|
|
|
|
|
|
|
Other taxation and social security
|
|
|
|
|
|
|
|
|
|
Accruals and deferred income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts owed to group undertakings are unsecured interest free, have no fixed repayment date and are repayable on demand.
|
|
|
Creditors: Amounts falling due after more than one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Analysis of the maturity of loans is given below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts falling due 1-2 years
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The bank loans are secured by way of a legal charge over the assets of the company.
|
Page 30
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
|
|
|
|
|
Financial assets measured at undiscounted amounts receivable
|
|
|
|
|
|
|
|
|
|
Financial liabilities measured at undiscounted amounts payable
|
|
|
|
|
Financial assets measured at undiscounted amounts receivable comprise amounts due from connected companies, trade debtors, other debtors and cash at bank and in hand.
|
|
|
Financial liabilities measured at undiscounted amounts payable comprise trade creditors, other creditors, accruals, deferred Income, amounts due to connected and group companies and bank loans.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Charged to profit or loss
|
|
|
|
|
|
|
The provision for deferred taxation is made up as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accelerated capital allowances
|
|
|
|
|
Short term timing differences
|
|
|
|
|
|
|
|
|
|
|
Allotted, called up and fully paid
|
|
|
|
|
|
|
|
|
|
|
|
10,000 (2022 - 10,000) Ordinary shares of £0.01 each
|
|
|
Page 31
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Profit and loss account
The profit and loss reserve represents cumulative profits and losses, net of dividends paid and other adjustments.
The comparative information included in these financial statements has been restated from the figures previously reported to reflect the following adjustments:
An increase to the value of stock of £594,035
An increase in accruals of £594,035
These adjustments have not impacted the previously reported net assets as at 31 December 2022 or the previously reported profit for the year.
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £22,787 (2022: £31,943). Contributions totalling £89,021 (2022: £10,166) were payable to the fund at the year end date and are included in creditors.
|
|
Commitments under operating leases
|
|
|
At 31 December 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Later than 1 year and not later than 5 years
|
|
|
|
|
|
|
|
Page 32
|
|
WHISKEY & WEALTH CLUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
Transactions with directors
|
During the year, the director was advanced £1,884,679 (2022: £747,862). At the year end date, £98,065 of loans remained outstanding and due back to the company (2022: £1,038,270). The loan is interest free and there are no set repayment terms.
|
|
Related party transactions
|
|
|
During the year, advances were made to a connected individual and shareholder of the group of £2,635,846 (2022: £1,475,308). At the balance sheet date, £247,992 of loans remained outstanding and due back to the company (2022: £2,604,973). The loans were interest free and there are no set repayment terms, Subsequent to the year end, this loan account was cleared in full.
The business is connected to other entities due to common ownership. During the year, the company transacted with these entities. Loans were advanced to the sum of £Nil (2022: £Nil), recharges were made to these entities of £2,146,997 (2022: £3,809,884), an aggregate of transactions where net amounts paid on our behalf were £14,793,446 (2022: £4,267,486) and foreign exchange (gain)/losses have been recognised by the company of (£43,894) (2022: (£251,835)) leaving the net amounts owed from connected companies, at the balance sheet date, of £129,232 (2022: £6,167,099).
On 30 September 2023, the company declared a dividend to its immediate parent company of 8,289,252 (2022: £Nil) as part of a transaction to allow repayment of loans from directors and connected individuals.
|
At 31 December 2023, the Director considered the ultimate controlling party to be J Bradley, by virtue of his shareholding in the ultimate parent undertaking, Brollachaun Holdings Limited.
Page 33
|