Company registration number 11825063 (England and Wales)
FLOUR POWER MARKETING LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
FLOUR POWER MARKETING LIMITED
CONTENTS
Page
Director's report
1 - 2
Balance sheet
3
Statement of changes in equity
4
Notes to the financial statements
5 - 7
FLOUR POWER MARKETING LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 1 -

The director presents his annual report and financial statements for the year ended 31 March 2024.

PRINCIPAL ACTIVITIES

The principal activity of the company continued to be that of a management services company.

RESULTS AND DIVIDENDS

The loss for the period, after taxation, amounted to £Nil (2023: £50,562 loss).

The directors do not recommend the payment of a dividend.

DIRECTOR

The director who held office during the year and up to the date of signature of the financial statements was as follows:

Mr M R Scaife
Mr J A Fleming
(Resigned 29 October 2024)
Mrs J L Hughes-Ward
(Resigned 24 January 2024)
STATEMENT OF DIRECTOR'S RESPONSIBILITIES

Directors' responsibilities

The directors are responsible for preparing the directors’ report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial period. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial

Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 company and of the profit or loss of the company for that period.

In preparing these financial statements, the directors are required to:

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

FLOUR POWER MARKETING LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -
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 company’s auditor 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 company’s auditor is aware of that information.

GOING CONCERN

The directors have assessed the ability of the company and group to continue as a going concern. Group forecasts for the 12-month period to 31 March 2026 show an EBITDA of £0.5m and a net loss of £2.1m, with the group relying on refinancing of its senior debt facility (balance of £1m due in August 2025).

The Group has had positive engagement with lenders and working capital funding providers. At the time of writing this report, the business has secured substantial working capital funding to support the continued growth of its online business. In addition, meaningful progress has been made on the Group's business interruption insurance claim related to COVID-19. Combined, these developments are expected to provide the business with sufficient capacity to repay its incumbent lender within the facility timeframe. The Group continues to explore additional funding options as alternatives to the above.

In addition, the group’s primary shareholder, Causeway Capital Partners I LP, has confirmed that it does not intend to call its shareholder loan within 12 months of the date of these financial statements.

Hence the directors continue to adopt the going concern basis in the financial statements.

SMALL COMPANIES EXEMPTION

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

On behalf of the board
Mr M R Scaife
DIRECTOR
23 May 2025
FLOUR POWER MARKETING LIMITED
BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 3 -
2024
2023
Notes
£
£
CAPITAL AND RESERVES
-
-
Called up share capital
3
1,000
1,000
Profit and loss reserves
(1,000)
(1,000)
TOTAL EQUITY
-
0
-
0
0

The director of the company has elected not to include a copy of the profit and loss account within the financial statements.true

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

The financial statements were approved by the board of directors and authorised for issue on
23 May 2025
23 May 2025
and are signed on its behalf by:
Mr M R Scaife
Director
Company registration number 11825063 (England and Wales)
FLOUR POWER MARKETING LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 4 -
Share capital
Profit and loss reserves
Total
£
£
£
BALANCE AT 28 MARCH 2022
1,000
174,654
175,654
YEAR ENDED 31 MARCH 2023:
Loss and total comprehensive income
-
(175,654)
(175,654)
BALANCE AT 31 MARCH 2023
1,000
(1,000)
-
0
YEAR ENDED 31 MARCH 2024:
Profit and total comprehensive income
-
-
0
-
0
BALANCE AT 31 MARCH 2024
1,000
(1,000)
-
0
FLOUR POWER MARKETING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 5 -
1
ACCOUNTING POLICIES
Company information

Flour Power Marketing Limited is a private company limited by shares incorporated in England and Wales. The registered office is 146-156 Sarehole Road, Birmingham, B28 8DT.

1.1
Reporting period

The financial statements are for a period of 52 weeks ended 31 March 2024 (2023: 52 week period ended 2 April 2022).

1.2
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. The principal accounting policies adopted are set out below.

1.3
Going concern

The directors have assessed the ability of the company and group to continue as a going concern. Group forecasts for the 12-month period to 31 March 2026 show an EBITDA of £0.5m and a net loss of £2.1m, with the group relying on refinancing of its senior debt facility (balance of £1m due in August 2025).true

The Group has had positive engagement with lenders and working capital funding providers. At the time of writing this report, the business has secured substantial working capital funding to support the continued growth of its online business. In addition, meaningful progress has been made on the Group's business interruption insurance claim related to COVID-19. Combined, these developments are expected to provide the business with sufficient capacity to repay its incumbent lender within the facility timeframe. The Group continues to explore additional funding options as alternatives to the above.

In addition, the group’s primary shareholder, Causeway Capital Partners I LP, has confirmed that it does not intend to call its shareholder loan within 12 months of the date of these financial statements.

Hence the directors continue to adopt the going concern basis in the financial statements.

1.4
Turnover

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

 

When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.

FLOUR POWER MARKETING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
ACCOUNTING POLICIES
(Continued)
- 6 -

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.

1.5
Financial instruments

The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include 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.

2
JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the company’s accounting policies, the director is 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.

FLOUR POWER MARKETING LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 7 -
3
SHARE CAPITAL
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1,000
1,000
1,000
1,000
4
AUDIT REPORT INFORMATION

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

Senior Statutory Auditor:
Jonathan Harrhy
Statutory Auditor:
Kilsby & Williams LLP
Date of audit report:
23 May 2025
5
FINANCIAL COMMITMENTS, GUARANTEES AND CONTINGENT LIABILITIES

Causeway Capital Partners 1 LP are a secured creditor by way of a charge over the Group’s tangible fixed assets, current assets, investments and proceeds from any insurance policy claims and rank ahead of any unsecured creditors.

6
ULTIMATE CONTROLLING PARTY

The immediate parent undertaking is Flour Power Holdco Limited, a company registered in England and Wales. Flour Power Group Limited, a company registered in England and Wales, is head of the largest group into which the company’s results are consolidated. A copy of the group accounts can be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.

 

The ultimate parent undertaking is Causeway Capital Partners 1 LP a Limited Partnership registered in Ireland. There is no ultimate controlling party.

 

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