Company Registration No. 05762290 (England and Wales)
AZUR LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
AZUR LIMITED
COMPANY INFORMATION
Directors
Prince M B S Al Saud
N Budzynski
V A A Cassin
Secretary
Cornhill Secretaries Limited
Company number
05762290
Registered office
5 Market Yard Mews
194-204 Bermondsey Street
London
SE1 3TQ
United Kingdom
Auditor
HW Fisher Audit
Acre House
11-15 William Road
London
NW1 3ER
United Kingdom
AZUR LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Profit and loss account
8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 29
AZUR LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present the strategic report for the year ended 31 December 2024.
Fair review of the business
The group made a pre-tax profit of £539,252 (2023: £1.9 million (as restated) for the year on a turnover of £17 million (2023: £16.5 million).
As at 31 December 2024, the group had net assets of £547,761 (2023 : £104,419 (as restated).
In 2024, the group successfully outperformed its budget, driven by an increase in average guest spend and higher restaurant footfall. Despite a challenging economic climate marked by persistent high inflation, the group maintained a strong focus on cost control.
During the year, the group entered into a restaurant management agreement to open a new seasonal location under the LPM brand in Mykonos, Greece. Looking ahead, and as part of its broader growth strategy, the group is actively pursuing expansion opportunities in Europe and the United States in 2025.
Principal risks and uncertainties
The principal risks and uncertainties facing the group are:
The group has no external loans, continues to grow organically and is not seeking any external loans in the foreseeable future. The immediate parent company confirms their assurance to provide financial support to the group so as to enable it to continue its operation as a going concern in the foreseeable future.
Key performance indicators
In the opinion of the directors, there are several key performance indicators whose disclosure is necessary for an understanding of the development, performance or position of the business.
These are viewed before any exceptional costs are incurred.
The key performance indicators that are taken into consideration when managing the restaurants are:
Total revenue for the year,
Gross margin on sales after direct ingredient costs,
Staff costs as a percentage of sales,
EBITDA as a percentage of sales,
These are compared to budgets and those achieved in previous years.
The Group uses a range of financial key performance indicators to drive performance and monitor and manage the business effectively. These are reported firmwide on a daily, weekly, and monthly basis against targets. The key financial performance indicators for the year were as follows:
AZUR LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Key performance indicators - continued
N Budzynski
Director
6 May 2025
AZUR LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The principal activity of the company and group continued to be that of restaurateurs.
Results and dividends
The results for the year are set out on page 8.
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Prince M B S Al Saud
N Budzynski
V A A Cassin
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
On behalf of the board
N Budzynski
Director
6 May 2025
AZUR LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements 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 ;
prepare the on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
AZUR LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AZUR LIMITED
- 5 -
Opinion
We have audited the financial statements of Azur Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including 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, except for the possible effects of the matter described in the Basis for Qualified Opinion section of our audit report, the financial statements:
give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2024 and of the group's 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 Auditor's 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 UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
Except for the possible effects of the matter described in the Basis for qualified opinion section of our report, in our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year 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.
AZUR LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF AZUR LIMITED
- 6 -
Matters on which we are required to report by exception
Except for the matter described in the basis for Qualified opinion section of our report, 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 and the director's report.
We have nothing to report in respect of the following matters where 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 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 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.
As part of our planning process:
We enquired of management the systems and controls the group and company has in place, the areas of the financial statements that are most susceptible to the risk of irregularities and fraud, and whether there was any known, suspected or alleged fraud. The group and company did not inform us of any known, suspected or alleged fraud.
We obtained an understanding of the legal and regulatory frameworks applicable to the group and company. We determined that the following were most relevant: FRS 102, Companies Act 2006 and the Financial Conduct Authority.
We considered the incentives and opportunities that exist in the group, including the extent of management bias, which present a potential for irregularities and fraud to be perpetuated, and tailored our risk assessment accordingly.
Using our knowledge of the group, together with the discussions held with the group at the planning stage, we formed a conclusion on the risk of misstatement due to irregularities including fraud and tailored our procedures according to this risk assessment.
AZUR LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF AZUR LIMITED
- 7 -
The key procedures we undertook to detect irregularities including fraud during the course of the audit included:
Identifying and testing journal entries and the overall accounting records, in particular those that were significant and unusual.
Reviewing the financial statement disclosures and determining whether accounting policies have been appropriately applied.
Reviewing and challenging the assumptions and judgements used by management in their accounting estimates.
Assessing the extent of compliance, or lack of, with the relevant laws and regulations.
Testing key revenue lines, in particular cut-off, for evidence of management bias.
Performing a physical verification of key assets and stock items.
Obtaining third-party confirmation of material bank balances.
Documenting and verifying all significant related party and consolidated balances and transactions.
Testing all material consolidation adjustments.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements even though we have properly planned and performed our audit in accordance with auditing standards. The primary responsibility for the prevention and detection of irregularities and fraud rests with the those charged with governance of the group.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
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.
Russell Nathan (Senior Statutory Auditor)
For and on behalf of HW Fisher LLP
Chartered Accountants
Statutory Auditor
Acre House
11-15 William Road
London
NW1 3ER
United Kingdom
6 May 2025
AZUR LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
17,436,158
16,536,867
Cost of sales
(7,288,275)
(7,030,834)
Gross profit
10,147,883
9,506,033
Administrative expenses
(10,217,154)
(8,728,799)
Other operating income
532,397
1,295,539
Operating profit
4
463,126
2,072,773
Interest receivable and similar income
7
76,603
67,185
Interest payable and similar expenses
8
(477)
(4,090)
Profit before taxation
539,252
2,135,868
Tax on profit
9
(99,634)
(410,746)
Profit for the financial year
439,618
1,725,122
Profit for the financial year is all attributable to the owners of the parent company.
AZUR LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
2024
2023
£
£
Profit for the year
439,618
1,725,122
Other comprehensive income
Currency translation differences
3,724
(175,081)
Total comprehensive income for the year
443,342
1,550,041
Total comprehensive income for the year is all attributable to the owners of the parent company.
AZUR LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 10 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Goodwill
10
265,501
306,876
Tangible assets
11
1,520,070
1,957,948
1,785,571
2,264,824
Current assets
Stocks
14
722,817
771,286
Debtors
15
995,779
1,900,564
Cash at bank and in hand
7,557,139
6,083,123
9,275,735
8,754,973
Creditors: amounts falling due within one year
16
(10,440,943)
(10,915,378)
Net current liabilities
(1,165,208)
(2,160,405)
Total assets less current liabilities
620,363
104,419
Provisions for liabilities
Deferred tax liability
17
72,602
(72,602)
-
Net assets
547,761
104,419
Capital and reserves
Called up share capital
19
215,054
215,054
Profit and loss reserves
332,707
(110,635)
Total equity
547,761
104,419
The financial statements were approved by the board of directors and authorised for issue on
and are signed on its behalf by:
N Budzynski
Director
AZUR LIMITED
COMPANY BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
11
445,165
598,439
Investments
12
1,964,057
1,964,057
2,409,222
2,562,496
Current assets
Stocks
14
348,662
349,717
Debtors
15
744,317
1,805,636
Cash at bank and in hand
5,125,988
3,812,274
6,218,967
5,967,627
Creditors: amounts falling due within one year
16
(9,466,173)
(9,718,386)
Net current liabilities
(3,247,206)
(3,750,759)
Total assets less current liabilities
(837,984)
(1,188,263)
Provisions for liabilities
Deferred tax liability
17
72,602
(72,602)
-
Net liabilities
(910,586)
(1,188,263)
Capital and reserves
Called up share capital
19
215,054
215,054
Profit and loss reserves
(1,125,640)
(1,403,317)
Total equity
(910,586)
(1,188,263)
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £277,677 (2023 - £1,070,115 profit).
The financial statements were approved by the board of directors and authorised for issue on
and are signed on its behalf by:
N Budzynski
Director
Company Registration No. 05762290
AZUR LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
Share capital
Profit and loss reserves
Total
£
£
£
As restated for the period ended 31 December 2023:
Balance at 1 January 2023
215,054
(1,660,676)
(1,445,622)
Year ended 31 December 2023:
Profit for the year
-
1,725,122
1,725,122
Other comprehensive income:
Currency translation differences
-
(175,081)
(175,081)
Total comprehensive income for the year
-
1,550,041
1,550,041
Balance at 31 December 2023
215,054
(110,635)
104,419
Year ended 31 December 2024:
Profit for the year
-
439,618
439,618
Other comprehensive income:
Currency translation differences
-
3,724
3,724
Total comprehensive income for the year
-
443,342
443,342
Balance at 31 December 2024
215,054
332,707
547,761
AZUR LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
Share capital
Profit and loss reserves
Total
£
£
£
As restated for the period ended 31 December 2023:
Balance at 1 January 2023
215,054
(2,473,432)
(2,258,378)
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
1,070,115
1,070,115
Balance at 31 December 2023
215,054
(1,403,317)
(1,188,263)
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
277,677
277,677
Balance at 31 December 2024
215,054
(1,125,640)
(910,586)
AZUR LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
23
717,410
3,165,767
Interest paid
(477)
(4,090)
Income taxes refunded/(paid)
947,527
(458,135)
Net cash inflow from operating activities
1,664,460
2,703,542
Investing activities
Purchase of tangible fixed assets
(235,246)
(185,114)
Proceeds on disposal of tangible fixed assets
10,064
-
Interest received
76,603
67,185
Net cash used in investing activities
(148,579)
(117,929)
Financing activities
Payment of finance leases obligations
(16,696)
(9,797)
Net cash used in financing activities
(16,696)
(9,797)
Net increase in cash and cash equivalents
1,499,185
2,575,816
Cash and cash equivalents at beginning of year
6,083,123
3,614,518
Effect of foreign exchange rates
(25,169)
(107,211)
Cash and cash equivalents at end of year
7,557,139
6,083,123
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 15 -
1
Accounting policies
Company information
Azur Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 5 Market Yard Mews, 194-204 Bermondsey Street, London, United Kingdom, SE1 3TQ.
The group consists of Azur Limited and all of its subsidiaries.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 4 ‘Statement of Financial Position’: Reconciliation of the opening and closing number of shares;
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
1.2
Business combinations
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries are accounted for at cost less impairment.
1.3
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Azur Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.4
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that both the group and the company have adequate resources to continue in operational existence for the foreseeable future. The directors have carried out their assessment of going concern, having taken into account the level of substantial funding received during the year. Based on this, and the committed support of the shareholders and group companies operating overseas, the directors expect the group to have sufficient resources to continue trading and meet its liabilities for at least 12 months from the date of approval of these financial statements. Therefore the directors have continued to adopt the going concern basis in these financial statements.
1.5
Turnover
Turnover represents the sale of food and drinks in the restaurant and management fees, net of VAT. The sale of food and drinks is recognised as revenue at the point of sale.
Management fees are recognised based on the agreed percentage on the sales as per the licence agreement between the group entities.
1.6
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
1.7
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.8
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Short term leasehold property
Over the period of lease
Leasehold improvements
12.5% straight line
Kitchen equipment
25% straight line
Fixtures and fittings
12.5 - 25% straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.9
Fixed asset investments
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.10
Impairment of fixed assets
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
1.11
Stocks
Stocks are stated at the lower of cost and estimated selling price. The cost of stock includes the purchase of food, beverages and tobacco products.
1.12
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.13
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 18 -
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.14
Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
1.15
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.16
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
1.17
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 19 -
1.18
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The directors do not consider there to any judgements or key sources of estimation uncertainty during the year.
3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Restaurant income
17,436,158
16,536,867
2024
2023
£
£
Other significant revenue
Interest income
76,603
67,185
2024
2023
£
£
Turnover analysed by geographical market
UK
9,909,415
8,798,601
North America
7,526,743
7,738,266
17,436,158
16,536,867
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange differences apart from those arising on financial instruments measured at fair value through profit or loss
(638)
178,544
Research and development costs
1,792
-
Depreciation of owned tangible fixed assets
690,476
1,032,639
Amortisation of intangible assets
41,375
40,104
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
40,250
48,822
Audit of the financial statements of the company's subsidiaries
19,169
9,926
59,419
58,748
6
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Administration and Kitchen
142
135
67
64
Their aggregate remuneration comprised:
Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
5,327,581
4,867,870
3,190,781
2,871,549
Social security costs
524,249
267,526
262,477
267,526
Pension costs
45,609
42,163
45,609
42,163
5,897,439
5,177,559
3,498,867
3,181,238
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
11,158
203
Other interest income
65,445
66,982
Total income
76,603
67,185
8
Interest payable and similar expenses
2024
2023
£
£
Other interest
477
4,090
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
(42,712)
Adjustments in respect of prior periods
(2,523)
Total UK current tax
(45,235)
Foreign current tax on profits for the current period
25,366
72,315
Total current tax
(19,869)
72,315
Deferred tax
Origination and reversal of timing differences
119,503
338,431
Total tax charge
99,634
410,746
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
9
Taxation
(Continued)
- 22 -
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
539,252
2,135,868
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 22.00%)
134,813
469,891
Tax effect of expenses that are not deductible in determining taxable profit
48,816
20,851
Permanent capital allowances in excess of depreciation
(24,006)
Other permanent differences
(564)
Under/(over) provided in prior years
(45,235)
Foreign exchange differences
18,773
Movement in deferred tax not recognised
119,503
338,431
Fixed asset differences
114,905
Effect of profits arising in foreign subsidiary
(44,325)
(108,924)
Losses carry forward/back
(88,089)
(443,181)
Pension contribution adjustment
(1,279)
-
Taxation charge
99,634
410,746
10
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 January 2024 and 31 December 2024
392,007
Amortisation and impairment
At 1 January 2024
85,131
Amortisation charged for the year
41,375
At 31 December 2024
126,506
Carrying amount
At 31 December 2024
265,501
At 31 December 2023
306,876
The company had no intangible fixed assets at 31 December 2024 or 31 December 2023.
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
11
Tangible fixed assets
Group
Short term leasehold property
Leasehold improvements
Kitchen equipment
Fixtures and fittings
Total
£
£
£
£
£
Cost
At 1 January 2024
442,943
3,380,806
2,808,138
3,224,302
9,856,189
Additions
13,319
33,146
81,124
110,310
237,899
Disposals
(242,557)
(1,332,170)
(2,143,609)
(3,718,336)
Exchange adjustments
57,202
25,931
11,159
94,292
At 31 December 2024
213,705
3,471,154
1,583,023
1,202,162
6,470,044
Depreciation and impairment
At 1 January 2024
237,405
2,362,305
2,508,026
2,790,505
7,898,241
Depreciation charged in the year
22,607
322,513
193,717
151,639
690,476
Eliminated in respect of disposals
(242,557)
(1,332,170)
(2,133,334)
(3,708,061)
Exchange adjustments
38,698
22,769
7,851
69,318
At 31 December 2024
17,455
2,723,516
1,392,342
816,661
4,949,974
Carrying amount
At 31 December 2024
196,250
747,638
190,681
385,501
1,520,070
At 31 December 2023
205,538
1,018,501
300,112
433,797
1,957,948
Company
Short term leasehold property
Leasehold improvements
Kitchen equipment
Fixtures and fittings
Total
£
£
£
£
£
Cost
At 1 January 2024
442,943
267,019
1,396,592
2,616,834
4,723,388
Additions
13,319
18,678
37,685
54,603
124,285
Disposals
(242,557)
(1,332,170)
(2,133,334)
(3,708,061)
At 31 December 2024
213,705
285,697
102,107
538,103
1,139,612
Depreciation and impairment
At 1 January 2024
237,405
255,809
1,268,595
2,363,140
4,124,949
Depreciation charged in the year
22,607
3,162
124,164
127,626
277,559
Eliminated in respect of disposals
(242,557)
(1,332,170)
(2,133,334)
(3,708,061)
At 31 December 2024
17,455
258,971
60,589
357,432
694,447
Carrying amount
At 31 December 2024
196,250
26,726
41,518
180,671
445,165
At 31 December 2023
205,538
11,210
127,997
253,694
598,439
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
12
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
13
1,964,057
1,964,057
Movements in fixed asset investments
Company
Shares in group undertakings
£
Cost or valuation
At 1 January 2024 and 31 December 2024
1,964,057
Carrying amount
At 31 December 2024
1,964,057
At 31 December 2023
1,964,057
13
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Azur Management Services, Inc
USA
Ordinary
100.00
-
La Petite Maison Restaurants LLC
USA
Ordinary
-
100.00
14
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Finished goods and goods for resale
722,817
771,286
348,662
349,717
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
15
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
88,086
319,231
14,054
154,035
Corporation tax recoverable
976,625
976,625
Amounts owed by group undertakings
6,504
129,673
6,504
301,832
Other debtors
353,681
47,442
305,770
47,442
Prepayments and accrued income
447,836
267,024
352,374
204,301
896,107
1,739,995
678,702
1,684,235
Amounts falling due after more than one year:
Other debtors
99,672
113,668
65,615
74,500
Deferred tax asset (note 17)
46,901
46,901
99,672
160,569
65,615
121,401
Total debtors
995,779
1,900,564
744,317
1,805,636
16
Creditors: amounts falling due within one year
Group
Company
2024
2023 (as restated)
2024
2023
£
£
£
£
Trade creditors
431,987
618,366
264,029
355,586
Amounts owed to group undertakings
7,674,041
8,692,369
7,465,137
8,222,052
Other taxation and social security
361,494
490,932
361,494
462,974
Other creditors
554,330
472,417
554,330
307,712
Accruals and deferred income
1,419,091
641,294
821,183
370,062
10,440,943
10,915,378
9,466,173
9,718,386
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 26 -
17
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Group
£
£
£
£
Deferred tax asset
72,602
-
-
-
Tax losses
-
-
-
46,901
72,602
-
-
46,901
Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Company
£
£
£
£
Deferred tax asset
72,602
-
-
-
Tax losses
-
-
-
46,901
72,602
-
-
46,901
Group
Company
2024
2024
Movements in the year:
£
£
Asset at 1 January 2024
(46,901)
(46,901)
Charge to profit or loss
119,503
119,503
Liability at 31 December 2024
72,602
72,602
The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.
18
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
45,609
42,163
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 27 -
19
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
215,054
215,054
215,054
215,054
20
Operating lease commitments
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
777,269
731,340
541,646
499,968
Between two and five years
2,968,887
2,420,163
1,790,772
1,263,300
In over five years
4,706,796
5,099,048
4,706,796
4,867,675
8,452,952
8,250,551
7,039,214
6,630,943
21
Prior period adjustment
During 2021, upon the acquisition of the group by La Petite Maison Restaurant Limited (LPM Dubai), the latter made payments totalling $232,500 (£171,910) to the employees to Azur Management Services, Inc. Such payments had not been recognised in the books of Azur Management Services, Inc. at the time. A prior year adjustment has therefore been made to reflect the charge to profit and loss, and a credit to amounts owed to parent undertakings.
Changes to the balance sheet - group
As previously reported
Adjustment at 1 Jan 2023
Adjustment at 31 Dec 2023
As restated at 31 Dec 2023
£
£
£
£
Creditors due within one year
10,743,468
(171,910)
-
10,915,378
Net assets
276,329
171,910
-
104,419
Capital and reserves
Profit and loss
61,275
171,910
(110,635)
Total equity
276,329
171,910
-
104,419
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
21
Prior period adjustment
(Continued)
- 28 -
Reconciliation of changes in equity - company
1 January
31 December
2023
2023
£
£
Adjustments to prior year
Total adjustments
-
-
Equity as previously reported
(2,258,378)
(1,188,263)
Equity as adjusted
(2,258,378)
(1,188,263)
22
Controlling party
On 25 April 2024, LPM Holding Limited became the immediate parent company. The company is registered in Dubai. The registered office address for the immediate parent company is Burj Daman, Office 1406B, DIFC, Dubai, DIFC, United Arab Emirates.
The ultimate parent company is Trends Limited, whose registered office is Riyadh, King Fahad Road Area, Olaya, King Faisal Foundation Tower.
23
Cash generated from group operations
2024
2023
£
£
Profit for the year after tax
439,623
1,725,047
Adjustments for:
Taxation charged
99,634
410,746
Finance costs
477
4,090
Investment income
(76,603)
(67,185)
Amortisation and impairment of intangible assets
41,375
40,104
Depreciation and impairment of tangible fixed assets
690,476
1,005,404
Movements in working capital:
Decrease/(increase) in stocks
55,082
(28,313)
Decrease in debtors
119,168
216,550
Decrease in creditors
(651,822)
(140,676)
Cash generated from operations
717,410
3,165,767
AZUR LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 29 -
24
Analysis of changes in net funds - group
1 January 2024
Cash flows
Other non-cash changes
Exchange rate movements
31 December 2024
£
£
£
£
£
Cash at bank and in hand
6,083,123
1,499,185
-
(25,169)
7,557,139
Obligations under leases
-
16,696
(16,696)
-
-
6,083,123
1,515,881
(16,696)
(25,169)
7,557,139
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