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COMPANY REGISTRATION NUMBER: 04359302
Goodform Limited
Abridged Financial Statements
31 December 2024
Goodform Limited
Abridged Financial Statements
Year ended 31 December 2024
Contents
Pages
Directors' report
1 to 2
Independent auditor's report to the members
3 to 6
Statement of income and retained earnings
7
Abridged statement of financial position
8
Notes to the abridged financial statements
9 to 14
Goodform Limited
Directors' Report
Year ended 31 December 2024
The directors present their report and the abridged financial statements of the company for the year ended 31 December 2024 .
Directors
The directors who served the company during the year were as follows:
A Dalrymple
O Ash
J Aisa Blanco
D W Brabender Pascual
R Gonzalez-Ubeda Gomez-Angulo
Directors' responsibilities statement
The directors are responsible for preparing the directors' report and the abridged financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare abridged financial statements for each financial year. Under that law the directors have elected to prepare the abridged 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 abridged financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the profit or loss of the company for that period. In preparing these abridged financial statements, the directors are required to: - select suitable accounting policies and then apply them consistently; - make judgments and accounting estimates that are reasonable and prudent; - prepare the abridged financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the abridged financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Auditor
Each of the persons who is a director at the date of approval of this report confirms that:
- so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.
Small company provisions
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
This report was approved by the board of directors on 16 April 2025 and signed on behalf of the board by:
A Dalrymple
Director
Registered office:
1 Mill street
Leamington Spa
Warwickshire
CV31 1ES
Goodform Limited
Independent Auditor's Report to the Members of Goodform Limited
Year ended 31 December 2024
Opinion
We have audited the abridged financial statements of Goodform Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of income and retained earnings, abridged statement of financial position and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). In our opinion the abridged financial statements: - give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; - have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the abridged 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 abridged 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 abridged financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the abridged 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 abridged financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the annual report, other than the abridged financial statements and our auditor’s report thereon. The directors are responsible for the other information. Our opinion on the abridged financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the abridged financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the abridged financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the abridged financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the directors' report for the financial year for which the abridged financial statements are prepared is consistent with the abridged financial statements; and
- the directors' report has 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 directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: - adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or - the abridged 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; or - the directors were not entitled to prepare the abridged financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the directors' report and from the requirement to prepare a strategic report.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the abridged 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 abridged financial statements that are free from material misstatement, whether due to fraud or error. In preparing the abridged financial statements, the directors are 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 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 abridged 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: Based on our understanding of the company and its industry, we identified that the principal risks of non-compliance with laws and regulations related to the UK tax legislation, employment regulation, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements, such as the Companies Act 2006. We evaluated the directors' and management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to management override of controls, for example posting manual journal entries to manipulate financial performance, risk of fraud in revenue recognition in relation to cut off and significant one-off or unusual transactions. Our audit procedures were designed to respond to those identified risks, including non-compliance with laws and regulations (irregularities) and fraud that are material to the financial statements. Our audit procedures included but were not limited to: - Discussing with the directors and management their policies and procedures regarding compliance with laws and regulations; - Communicating identified laws and regulations throughout our engagement team and remaining alert to any indications of non-compliance throughout our audit; and - Considering the risk of acts by the company which were contrary to applicable laws and regulations, including fraud. Our audit procedures in relation to fraud included but were not limited to: - Making enquiries of the directors and management on whether they had knowledge of any actual,suspected or alleged fraud; - Gaining an understanding of the internal controls established to mitigate risks related to fraud; - Discussing amongst the engagement team the risks of fraud; and - Addressing the risks of fraud through management override of controls by performing journal entry testing. There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company's members, as a body, in accordance with chapter 3 of part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Ian Gregory
(Senior Statutory Auditor)
For and on behalf of
Daw White Murrall
Chartered accountants & statutory auditor
1 George Street
Snow Hill
Wolverhampton
WV2 4DG
16 April 2025
Goodform Limited
Statement of Income and Retained Earnings
Year ended 31 December 2024
2024
2023
Note
£
£
Turnover
1,561,175
1,491,490
Cost of sales
786,052
792,266
------------
------------
Gross profit
775,123
699,224
Administrative expenses
377,023
437,295
---------
---------
Operating profit
398,100
261,929
Loss on financial assets at fair value through profit or loss
( 300)
Other interest receivable and similar income
6,910
3,206
---------
---------
Profit before taxation
5
405,010
264,835
Tax on profit
43,182
64,085
---------
---------
Profit for the financial year and total comprehensive income
361,828
200,750
---------
---------
Dividends paid and payable
( 200,000)
( 256,000)
Retained earnings at the start of the year
315,144
370,394
---------
---------
Retained earnings at the end of the year
476,972
315,144
---------
---------
All the activities of the company are from continuing operations.
Goodform Limited
Abridged Statement of Financial Position
31 December 2024
2024
2023
Note
£
£
£
Fixed assets
Intangible assets
6
33,271
39,281
Tangible assets
7
11,726
13,391
--------
--------
44,997
52,672
Current assets
Debtors
169,067
129,848
Cash at bank and in hand
753,942
530,809
---------
---------
923,009
660,657
Creditors: amounts falling due within one year
479,625
384,857
---------
---------
Net current assets
443,384
275,800
---------
---------
Total assets less current liabilities
488,381
328,472
Provisions
Taxation including deferred tax
11,249
13,168
---------
---------
Net assets
477,132
315,304
---------
---------
Capital and reserves
Called up share capital
160
160
Profit and loss account
476,972
315,144
---------
---------
Shareholders funds
477,132
315,304
---------
---------
These abridged financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with Section 1A of FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.
All of the members have consented to the preparation of the abridged statement of financial position for the year ending 31 December 2024 in accordance with Section 444(2A) of the Companies Act 2006.
These abridged financial statements were approved by the board of directors and authorised for issue on 16 April 2025 , and are signed on behalf of the board by:
A Dalrymple
Director
Company registration number: 04359302
Goodform Limited
Notes to the Abridged Financial Statements
Year ended 31 December 2024
1. General information
The company is a private company limited by shares, registered in England and Wales. The address of the registered office is 1 Mill street, Leamington Spa, Warwickshire, CV31 1ES.
2. Statement of compliance
These abridged financial statements have been prepared in compliance with Section 1A of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.
3. Accounting policies
(a) Basis of preparation
The abridged financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.
The abridged financial statements are prepared in sterling, which is the functional currency of the entity.
(b) Disclosure exemptions
The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. Its financial statements are consolidated into the financial statements of (enter name of group financial statements) which can be obtained from (enter detail). As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102: - Section 4. 12(a)(iv) Statement of Financial Position - Reconciliation of the opening and closing number of shares; - Section 7 'Statement of Cash Flows' - Presentation of statement of cashflow and related notes and disclosures; - The relevant paragraphs of section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instrument Issues' - Carrying amounts, interest income/expenses and net gains/losses for each category of financial instrument; basis determining fair values; details if collateral, loan defaults or breaches; - Section 33. 7 'Related Party Disclosures' Compensation for key management personnel.
(c) Consolidation
The company has taken advantage of the option not to prepare consolidated abridged financial statements contained in Section 398 of the Companies Act 2006 on the basis that the company and its subsidiary undertakings comprise a small group.
(d) Judgements and key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
(e) Revenue recognition
Turnover is measured at the fair value of the consideration received or receivable for goods supplied and services rendered, net of discounts and Value Added Tax. Revenue from the sale of goods is recognised when the significant risks and rewards of ownership have transferred to the buyer (usually on despatch of the goods); the amount of revenue can be measured reliably; it is probable that the associated economic benefits will flow to the entity; and the costs incurred or to be incurred in respect of the transactions can be measured reliably.
(f) Income tax
The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.
Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.
(g) Foreign currencies
Foreign currency transactions are initially recorded in the functional currency, by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the profit and loss account.
(h) Intangible assets
Intangible assets are initially recorded at cost, and are subsequently stated at cost less any accumulated amortisation and impairment losses. Any intangible assets carried at revalued amounts, are recorded at the fair value at the date of revaluation, as determined by reference to an active market, less any subsequent accumulated amortisation and subsequent accumulated impairment losses. Intangible assets acquired as part of a business combination are only recognised separately from goodwill when they arise from contractual or other legal rights, are separable, the expected future economic benefits are probable and the cost or value can be measured reliably .
(i) Amortisation
Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:
Goodwill
-
10% straight line
Development costs
-
33% straight line
If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.
(j) Tangible assets
Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. An increase in the carrying amount of an asset as a result of a revaluation, is recognised in other comprehensive income and accumulated in equity, except to the extent it reverses a revaluation decrease of the same asset previously recognised in profit or loss. A decrease in the carrying amount of an asset as a result of revaluation, is recognised in other comprehensive income to the extent of any previously recognised revaluation increase accumulated in equity in respect of that asset. Where a revaluation decrease exceeds the accumulated revaluation gains accumulated in equity in respect of that asset, the excess shall be recognised in profit or loss.
(k) Depreciation
Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:
Fixtures & Fittings
-
15% reducing balance
Equipment
-
25% reducing balance
(l) Impairment of fixed assets
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units .
(m) Provisions
Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the abridged statement of financial position and the amount of the provision as an expense. Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset. When a provision is measured at the present value of the amount expected to be required to settle the obligation, the unwinding of the discount is recognised as a finance cost in profit or loss in the period it arises.
(n) Financial instruments
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 entity after deducting all of its financial liabilities.
Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.
Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.
(o) Defined contribution plans
Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund. When contributions are not expected to be settled wholly within 12 months of the end of the reporting date in which the employees render the related service, the liability is measured on a discounted present value basis. The unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
4. Employee numbers
The average number of persons employed by the company during the year amounted to 9 (2023: 13 ).
5. Profit before taxation
Profit before taxation is stated after charging:
2024
2023
£
£
Amortisation of intangible assets
6,010
6,170
Depreciation of tangible assets
3,188
3,530
Fees payable for the audit of the abridged financial statements
5,450
5,750
-------
-------
6. Intangible assets
£
Cost
At 1 January 2024 and 31 December 2024
262,409
---------
Amortisation
At 1 January 2024
223,128
Charge for the year
6,010
---------
At 31 December 2024
229,138
---------
Carrying amount
At 31 December 2024
33,271
---------
At 31 December 2023
39,281
---------
7. Tangible assets
£
Cost
At 1 January 2024
30,813
Additions
1,523
--------
At 31 December 2024
32,336
--------
Depreciation
At 1 January 2024
17,422
Charge for the year
3,188
--------
At 31 December 2024
20,610
--------
Carrying amount
At 31 December 2024
11,726
--------
At 31 December 2023
13,391
--------
8. Financial instruments
Financial instruments such as trade debtors, cash and trade creditors arise directly from the company's operations.
9. Directors' advances, credits and guarantees
During the year, the company made interest-free advances to a director amounting to £8 (2023: £Nil) and received repayments of £Nil (2023: £558). These were repayable on demand.
10. Related party transactions
At 31 December 2024 the company had outstanding loans due from the directors of £109 (2023: £101) included within debtors. Also at the year end the company had an outstanding loans with group undertakings as follows:
2024 2023
£ £
Amounts due to parent 59,505 50,847
Amounts due from fellow subsidiaries 20,499 26,397
All related party loans are interest-free and repayable on demand.
11. Controlling party
The company was under the control of U1ST Sports S.A throughout the current period until 20 November 2024, when the controlling party became Gersh Agency Holdings LLC, a company incorporated in the USA. The consolidated financial statements of Gersh Agency Holdings LLC can be obtained from: 9465 Wilshire Blvd., 6th Floor, Beverly Hills, CA 90212