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REGISTERED NUMBER: 01828365 (England and Wales)












Unaudited Financial Statements

For The Year Ended 30th June 2024

for

Alan Courtenay Limited

Alan Courtenay Limited (Registered number: 01828365)






Contents of the Financial Statements
For The Year Ended 30th June 2024




Page

Company Information 1

Balance Sheet 2

Notes to the Financial Statements 4


Alan Courtenay Limited

Company Information
For The Year Ended 30th June 2024







DIRECTORS: Miss R Bola
Miss H Bola
N Farrar





REGISTERED OFFICE: 23- 26 Marrtree Business Park
Cedar Road
Sowerby
Thirsk
YO7 3FF





REGISTERED NUMBER: 01828365 (England and Wales)





ACCOUNTANTS: F E Metcalfe & Co Limited
Chartered Accountants
4 Old Market Place
Ripon
North Yorkshire
HG4 1EQ

Alan Courtenay Limited (Registered number: 01828365)

Balance Sheet
30th June 2024

30.6.24 30.6.23
as restated
Notes £ £ £
FIXED ASSETS
Intangible assets 4 7,437 -
Tangible assets 5 67,273 77,308
74,710 77,308

CURRENT ASSETS
Stocks 6 276,147 329,769
Debtors 7 7,172,033 6,542,784
Cash at bank 751,327 628,068
8,199,507 7,500,621
CREDITORS
Amounts falling due within one year 8 4,235,183 1,680,483
NET CURRENT ASSETS 3,964,324 5,820,138
TOTAL ASSETS LESS CURRENT
LIABILITIES

4,039,034

5,897,446

CREDITORS
Amounts falling due after more than one
year

9

(27,256

)

(2,890,000

)

PROVISIONS FOR LIABILITIES (4,367 ) (19,327 )
NET ASSETS 4,007,411 2,988,119

CAPITAL AND RESERVES
Called up share capital 11 500 500
Share premium 12 4,975 4,975
Capital redemption reserve 12 30 30
Retained earnings 12 4,001,906 2,982,614
SHAREHOLDERS' FUNDS 4,007,411 2,988,119

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 30th June 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 30th June 2024 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:
(a)ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

Alan Courtenay Limited (Registered number: 01828365)

Balance Sheet - continued
30th June 2024


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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 12th May 2025 and were signed on its behalf by:




Miss R Bola - Director



Miss H Bola - Director


Alan Courtenay Limited (Registered number: 01828365)

Notes to the Financial Statements
For The Year Ended 30th June 2024

1. STATUTORY INFORMATION

Alan Courtenay Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements are presented in sterling which is the functional currency of the company and rounded to the nearest £.

The significant accounting policies applied in the preparation of these financial statements are set out below.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and from the rendering of services. Turnover is reduced for estimated customer returns, rebates and other similar allowances.

Sale of goods
Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods has transferred to the buyer. This is usually at the point that the customer has signed for the delivery of the goods.

Rendering of services
Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs. Turnover is only recognised to the extent of recoverable expenses when the outcome of a contract cannot be estimated reliably.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Research and development expenditure
Research expenditure is charged to profit and loss as incurred.

Development phase expenditure is capitalised as an intangible asset when the company can demonstrate that all of the following conditions has been met: the technical feasibility of completing the intangible asset so that it will be available for use or sale, the intention to complete the intangible asset and use or sell it, the ability to use or sell the intangible asset, that the intangible asset will generate future economic benefits, the availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset, the ability to measure reliably the expenditure attributable to the intangible asset during its development.

Development costs are being amortised evenly over their estimated useful life of three years.

Alan Courtenay Limited (Registered number: 01828365)

Notes to the Financial Statements - continued
For The Year Ended 30th June 2024

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Tangible fixed assets are stated at cost or valuation less accumulated depreciation and accumulated impairment
losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated
residual value, of each asset on a systematic basis over its expected useful life as follows:

Short Leasehold - 25% on reducing balance
Plant and machinery - 25% on reducing balance
Fixtures and fittings - 25% on reducing balance
Motor vehicles - 25% on reducing balance
Computer equipment - 25% on reducing balance

Stocks and work in progress
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost includes
all costs of purchase and all other costs incurred in bringing stock to its present location and condition. Cost is
calculated using the first-in, first-out formula. Provision is made for damaged, obsolete and slow-moving stock
where appropriate.

Work-in-progress is reflected in the accounts on a component only basis. No provision is included for either labour costs or profit.

Foreign currencies
Foreign currency transactions are initially recognised by applying to the foreign currency amount the spot
exchange rate between the functional currency and the foreign currency at the date of the transaction.

Monetary assets and liabilities denominated in a foreign currency at the balance sheet date are translated using
the closing rate.

Taxation
Current tax represents the amount of tax payable or receivable in respect of the taxable profit (or loss) for the
current or past reporting periods. It is measured at the amount expected to be paid or recovered using the tax
rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax represents the future tax consequences of transactions and events recognised in the financial
statements of current and previous periods. It is recognised in respect of all timing differences, with certain
exceptions. Timing differences are differences between taxable profits and total comprehensive income as stated in the financial statements that arise from the inclusion of income and expense in tax assessments in periods different from those in which they are recognised in the financial statements. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the
balance sheet date that are expected to apply to the reversal of timing differences.

Alan Courtenay Limited (Registered number: 01828365)

Notes to the Financial Statements - continued
For The Year Ended 30th June 2024

2. ACCOUNTING POLICIES - continued

Hire purchase and leasing commitments
Assets acquired under finance leases are capitalised and depreciated over the shorter of the lease term and the
expected useful life of the asset. Minimum lease payments are apportioned between the finance charge and the
reduction of the outstanding lease liability using the effective interest method. The related obligations, net of
future finance charges, are included in creditors.

Rentals payable and receivable under operating leases are charged to the profit and loss account on a straight
line basis over the period of the lease.

Debtors and creditors receivable / payable within one year
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at
transaction price. Any losses arising from impairment are recognised in the profit and loss account in other
administrative expenses.

Impairment
Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. If such indication exists, the recoverable amount of the asset, or the asset's cash generating unit, is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in profit or loss unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease.

Provisions
Provisions are recognised when the company has an obligation at the balance sheet date as a result of a past
event, it is probable that an outflow of economic benefits will be required in settlement and the amount can be
reliably estimated.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 17 (2023 - 16 ) .

4. INTANGIBLE FIXED ASSETS
Development
costs
£
COST
Additions 8,500
At 30th June 2024 8,500
AMORTISATION
Amortisation for year 1,063
At 30th June 2024 1,063
NET BOOK VALUE
At 30th June 2024 7,437

Alan Courtenay Limited (Registered number: 01828365)

Notes to the Financial Statements - continued
For The Year Ended 30th June 2024

5. TANGIBLE FIXED ASSETS
Fixtures
Short Plant and and
leasehold machinery fittings
£ £ £
COST
At 1st July 2023 - 375,441 35,512
Additions 12,594 - 5,915
Disposals - (303,931 ) (23,535 )
Reclassification/transfer - - (7,761 )
At 30th June 2024 12,594 71,510 10,131
DEPRECIATION
At 1st July 2023 - 307,735 27,865
Charge for year 2,008 11,800 2,073
Eliminated on disposal - (263,314 ) (19,885 )
Reclassification/transfer - - (6,054 )
At 30th June 2024 2,008 56,221 3,999
NET BOOK VALUE
At 30th June 2024 10,586 15,289 6,132
At 30th June 2023 - 67,706 7,647

Motor Computer
vehicles equipment Totals
£ £ £
COST
At 1st July 2023 23,030 - 433,983
Additions 39,684 1,221 59,414
Disposals (23,030 ) (641 ) (351,137 )
Reclassification/transfer - 7,761 -
At 30th June 2024 39,684 8,341 142,260
DEPRECIATION
At 1st July 2023 21,075 - 356,675
Charge for year 6,668 563 23,112
Eliminated on disposal (21,129 ) (472 ) (304,800 )
Reclassification/transfer - 6,054 -
At 30th June 2024 6,614 6,145 74,987
NET BOOK VALUE
At 30th June 2024 33,070 2,196 67,273
At 30th June 2023 1,955 - 77,308

Alan Courtenay Limited (Registered number: 01828365)

Notes to the Financial Statements - continued
For The Year Ended 30th June 2024

6. STOCKS
30.6.24 30.6.23
as restated
£ £
Stocks 185,155 329,769
Work-in-progress 90,992 -
276,147 329,769

7. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
30.6.24 30.6.23
as restated
£ £
Trade debtors 1,050,156 644,152
Other debtors - 3,201
Amounts owed by parent undertaking 6,061,954 5,847,595
Prepayments and accrued income 59,923 47,836
7,172,033 6,542,784

8. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
30.6.24 30.6.23
as restated
£ £
Hire purchase contracts (see note 10) 4,564 -
Trade creditors 836,447 560,066
Corporation Tax 189,142 197,632
Social security and other taxes 158,124 95,590
Other creditors 1,507 -
Unsecured convertible loan note 2,890,000 800,000
Accruals and deferred income 155,399 27,195
4,235,183 1,680,483

9. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR
30.6.24 30.6.23
as restated
£ £
Hire purchase contracts (see note 10) 27,256 -
Unsecured convertible loan note - 2,890,000
27,256 2,890,000

Alan Courtenay Limited (Registered number: 01828365)

Notes to the Financial Statements - continued
For The Year Ended 30th June 2024

9. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR - continued

The two unsecured convertible loan notes were both created on completion of a Share Purchase Agreement between the shareholders of the company and Perigon Limited on 1 June 2023 (the "SPA"). The first loan note has a principal value of £800,000 which had a redemption date of the first anniversary of completion of the SPA. The second loan note has a principal value of £2,890,000 which is due for redemption on the second anniversary of completion of the SPA.

Both the loan notes are unsecured obligations of the company and rank pari passu among themselves. In the event of a default by the company on the payment of a loan note the noteholders are entitled, but not obliged, to convert all of the loan notes that remain outstanding into fully paid A Ordinary Shares at the conversion price, being the market value of at the redemption date.

The first loan note was paid in full on the redemption date. The second loan note remained a liability of the company at the year end. See note 13 Post Balance Sheet event.

Perigon Limited as the company acquiring the shares in the company provided an indemnity and full guarantee to the company in respect of the liabilities arising under the two loan notes

10. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Hire purchase contracts
30.6.24 30.6.23
as restated
£ £
Gross obligations repayable:
Within one year 7,799 -
Between one and five years 35,084 -
42,883 -

Finance charges repayable:
Within one year 3,235 -
Between one and five years 7,828 -
11,063 -

Net obligations repayable:
Within one year 4,564 -
Between one and five years 27,256 -
31,820 -

Non-cancellable
operating leases
30.6.24 30.6.23
as restated
£ £
Within one year 47,026 -
Between one and five years 15,516 -
62,542 -

Alan Courtenay Limited (Registered number: 01828365)

Notes to the Financial Statements - continued
For The Year Ended 30th June 2024

11. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 30.6.24 30.6.23
value: as restated
£ £
100 Ordinary £5 £5 500 500

12. RESERVES
Capital
Retained Share redemption
earnings premium reserve Totals
£ £ £ £

At 1st July 2023 2,982,614 4,975 30 2,987,619
Profit for the year 1,019,292 1,019,292
At 30th June 2024 4,001,906 4,975 30 4,006,911

13. POST BALANCE SHEET EVENT

As the result of a Settlement Agreement that was made on 9 May 2025 it has been agreed that the obligations of the company under the second loan note, with an original value of £2,890,000, have been replaced by an obligation for Perigon Limited, the parent company, to make agreed payments directly to the vendors. The Settlement Agreement has been concluded after the balance sheet date but prior to the approval of the financial statements.

Alan Courtenay Limited (Registered number: 01828365)

Notes to the Financial Statements - continued
For The Year Ended 30th June 2024

14. PRIOR YEAR ADJUSTMENTS

The prior period balance sheet and retained earnings have been restated. The prior year restatements are in relation to the completion of a Share Purchase Agreement between the shareholders of the company and Perigon Limited on 1 June 2023, under which Perigon Limited acquired 100% of the issued share capital of the Company.

The first restatement relates to a payment of £2,150,000 that was made to the shareholders of the company under the terms of the Share Purchase Agreement as part of the purchase price. The previously filed financial statements reported a share capital reduction of £2,150,000 that was shown as a reduction against retained earnings. The directors consider that the payment of £2,150,000 was part of the purchase consideration that was paid by Perigon Limited, using funds that were borrowed by Perigon Limited from the company. The balance sheet has been restated to report a loan due from Perigon Limited of £2,150,00 which is disclosed as part of Amounts owed by parent undertaking and the retained reserves have been increased by £2,150,000.

The second restatement relates to the Second Completion Payment of £100,000 that under the terms of the Share Purchase Agreement was due for payment by Perigon Limited on 20th October 2023. The previously filed financial statements reported the £100,000 Second Completion Payment as a share capital reduction and a liability of the company of £100,000 at 30th June 2023. The directors consider the Second Completion Payment to be a liability of Perigon Limited and not a liability of the company. Therefore, the balance sheet has been restated to increase retained reserves by £100,000 and to restate the previously reported liability of £96,799 that was reported as Other creditors - resigned directors loan as a balance of £3,201 due to the company by the resigned directors.

The third restatement relates to two Loan Note instruments that were issued and allotted by the company on completion of the Share Purchase Agreement. Under the terms of the Share Purchase Agreement the company was required to issue on the completion date two unsecured, redeemable loan notes. The first loan note for the nominal amount of £800,000 was redeemable on the first anniversary of the completion of the Share Purchase Agreement. The second loan note for the nominal value of £2,890,000 is redeemable on the second anniversary of the completion of the Share Purchase Agreement. The Loan Notes were both issued to the vendors under the Share Purchase Agreement by the company. Perigon Limited as the company acquiring the shares in the company provided an indemnity and full guarantee to the company in respect of the liabilities arising under the two loan notes. The previously filed financial statements did not report the liability of the company under the two loan notes and neither did they report the corresponding guarantee from Perigon Limited. The balance sheet has been restated to disclose the first loan note as a liability of £800,000 due within one year, the second loan note as a liability of £2,890,000 due after more than one year and an amount of £3,690,000 as an amount due by Perigon Limited which is disclosed under Amounts owed by parent undertaking.

There has not been any restatement of the prior period Income Statement.