| REGISTERED NUMBER: |
| Strategic Report, Report of the Directors and |
| Financial Statements for the Year Ended 31 May 2024 |
| for |
| Winch Design Limited |
| REGISTERED NUMBER: |
| Strategic Report, Report of the Directors and |
| Financial Statements for the Year Ended 31 May 2024 |
| for |
| Winch Design Limited |
| Winch Design Limited (Registered number: 02023355) |
| Contents of the Financial Statements |
| for the Year Ended 31 May 2024 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Report of the Directors | 4 |
| Report of the Independent Auditors | 6 |
| Income Statement | 9 |
| Other Comprehensive Income | 10 |
| Statement of Financial Position | 11 |
| Statement of Changes in Equity | 12 |
| Notes to the Financial Statements | 13 |
| Winch Design Limited |
| Company Information |
| for the Year Ended 31 May 2024 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants and Statutory Auditor |
| 5 Fleet Place |
| London |
| EC4M 7RD |
| Winch Design Limited (Registered number: 02023355) |
| Strategic Report |
| for the Year Ended 31 May 2024 |
| The Directors present their strategic report for the year ended 31 May 2024. |
| REVIEW OF BUSINESS AND FUTURE DEVELOPMENTS |
| The year under review was the Company's third full year of employee ownership. |
| Turnover (excluding amounts recharged to clients in respect of merchandise procured / sold) increased year on year by 17% from £20.6m to £24.2m, and operating profit increased year on year by 50% from £3.0m to £4.5m. New business enquiries and conversion of those enquiries both during and subsequent to the year end continue at an encouraging level. |
| As in previous years, the directors would like to thank all the loyal, dedicated and highly skilled employees for their efforts during the year. These results are a testament to their talent and achievements. The company will continue its longstanding and successful strategy of investment in new technology and recruitment of the most talented designers and technical experts. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The principal business risks during the period under review were the geo-political instabilities around the globe and the environment for business within the UK. |
| The more inherent risks facing the company remain as follows: |
| - The business operates within the luxury sector which is reliant on discretionary spend. Accordingly, whimsical changes can adversely influence trading performance. |
| - The business trades with a relatively limited number of high net-worth clients, based in geo-political regions of varying degrees of stability. |
| - The business is reliant on attracting and retaining the best design team possible to meet and ultimately exceed the expectations of its clients. |
| - The business is operationally geared as a relatively high proportion of its cost base is fixed. Accordingly, percentage fluctuations in revenue can cause a more material percentage fluctuation in operating profitability. |
| FINANCIAL RISK |
| The company seeks to manage liquidity, credit, and cash flow risk primarily through seeking payment in advance of undertaking work. The Directors review and agree policies for managing this risk. The policies have remained unchanged from previous periods. |
| MATTERS OF STRATEGIC IMPORTANCE |
| The directors have established that managing the principal risks and financial risks identified above is the key to minimising any threat to the continued financial wellbeing and stability of the company. |
| The directors seek to minimise financial risk through the maintenance of a system of internal controls, sourcing products from the most appropriate suppliers and maintaining close relationships with customers. The directors are responsible for the company's system of internal control and for evaluating its effectiveness. Such a system is designed to manage, rather than eliminate, the risk of failure to achieve business objectives and can only provide reasonable and not absolute assurance against material misstatement or loss. Key elements of the company's system of internal controls include a risk register, a comprehensive annual budgeting process, monthly management accounts and meetings to discuss and review those accounts, and the production of project and other ad hoc reports for the directors and senior management |
| Winch Design Limited (Registered number: 02023355) |
| Strategic Report |
| for the Year Ended 31 May 2024 |
| KEY PERFORMANCE INDICATORS |
| The company monitors a number of key performance indicators. These encompass (inter alia): |
| - Level of reliance on key customers or projects - the business seeks to avoid being overly reliant on either a specific customer or a specific project, and actively monitors its exposure in this regard. During the year ended 31 May 2024, key customer dependence increased slightly, and largest project revenue increased to 16% (FY23: 10%). Revenue of more than £10k emanated from 65 projects in the year ended 31 May 2024 (2023: 87). |
| - Spread of business by design sector - during the financial year, the revenue generated by the larger studio remained broadly steady at 54% (2023: 52%) of the company's total revenue. |
| - Future pipeline - based on the level of confirmed projects, indications are that the financial year ended 31 May 2025 will see another strong trading year for the company. |
| - Financial ratios governing revenue and profit per employee - both of these statistics improved year on year. |
| - Sustainability - the company continues to work on a sustainability charter internally referred to as "Life Worth Living". Internal metrics are used to gauge progress across a broad range of targets. |
| The statutory turnover reflects both fee income and amounts recharged to clients in respect of merchandise procured / sold. Where applicable, the KPIs are measured with reference to design fees and royalty and licencing income, as disclosed in note 3. |
| FUTURE DEVELOPMENTS |
| No changes to business activity are proposed. |
| ON BEHALF OF THE BOARD: |
| 29 May 2025 |
| Winch Design Limited (Registered number: 02023355) |
| Report of the Directors |
| for the Year Ended 31 May 2024 |
| The directors present their report with the financial statements of the company for the year ended 31 May 2024. |
| PRINCIPAL ACTIVITY |
| The principal activity of the company in the year under review was that of yacht, aircraft, architecture and interior design. |
| DIVIDENDS |
| The company paid a dividend of £4,000,000 in the year ended 31 May 2024 (2023: £4,000,000). |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 June 2023 to the date of this report. |
| Other changes in directors holding office are as follows: |
| Directors and officers liability insurance is in place for all directors. |
| DONATIONS |
| In the year under review the company made charitable donations of £97,361 (2023 - £97,300). |
| DISABLED PERSONS |
| The company will employ disabled persons when they appear to be suitable for a particular vacancy and every effort is made to ensure that they are given full and fair consideration when such vacancies arise. |
| EMPLOYEE INVOLVEMENT |
| The company is employee owned. The company's policy is to extensively consult and discuss with employees regarding matters likely to affect employees' interests. |
| GOING CONCERN |
| The financial statements have been prepared on a going concern basis. In assessing the appropriateness of the going concern basis, the Directors have taken account of all relevant information covering a period of at least twelve months from the date of approval of the financial statements. After reviewing the company's forecasts and projections, the Directors have an expectation that the company has adequate resources to continue trading for the foreseeable future, and at least a period of twelve months from the date of signing the accounts. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Strategic Report and the Report of the Directors 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 company and of the profit or loss 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; |
| - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| Winch Design Limited (Registered number: 02023355) |
| Report of the Directors |
| for the Year Ended 31 May 2024 |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES - continued |
| 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. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| AUDITORS |
| BKL Audit LLP were appointed as auditors during the year and have indicated their willingness to continue in office. |
| ON BEHALF OF THE BOARD: |
| Report of the Independent Auditors to the Members of |
| Winch Design Limited |
| Opinion |
| We have audited the financial statements of Winch Design Limited (the 'company') for the year ended 31 May 2024 which comprise the income statement, other comprehensive income, the statement of financial position, the statement of changes in equity 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 Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the company's affairs as at 31 May 2024 and of its profit for the year then ended; |
| - | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| 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 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 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. |
| Other information |
| 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 |
| In our opinion, based on the work undertaken in the course of our audit: |
| - the information given in 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 directors' report has been prepared in accordance with applicable legal requirements. |
| Report of the Independent Auditors to the Members of |
| Winch Design Limited |
| Matters on which we are required to report by exception |
| In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the 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 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 |
| 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 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. |
| Auditors' responsibilities for the audit of the financial statements |
| Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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. |
| Capability of the audit detecting irregularities, including fraud |
| Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to the failure to comply with tax regulations, health and safety regulations, anti-bribery and anti-corruption laws, 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 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 posting inappropriate journal entries and management bias in accounting estimates. Audit procedures performed by the auditors included: |
| - Discussions with the directors, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud; |
| - Identifying and testing manual journal entries, in particular any journal entries posted with unclear rationale. We performed journal entry testing by specific risk criteria, with a focus on journals indicating large or unusual transactions based on our understanding of the business; |
| - Assessing managements' significant judgements and estimates in particular to those relating to the revenue recognition; and |
| - Reviewing legal correspondence and other supporting documentation including board meeting minutes. |
| There are inherent limitations in the audit procedures described above, and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. |
| 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 Report of the Auditors. |
| Report of the Independent Auditors to the Members of |
| Winch Design Limited |
| 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 a Report of the Auditors 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. |
| for and on behalf of |
| Chartered Accountants and Statutory Auditor |
| 5 Fleet Place |
| London |
| EC4M 7RD |
| Winch Design Limited (Registered number: 02023355) |
| Income Statement |
| for the Year Ended 31 May 2024 |
| 31.5.24 | 31.5.23 |
| as restated |
| Notes | £ | £ |
| TURNOVER | 3 |
| Cost of sales |
| GROSS PROFIT |
| Administrative expenses |
| OPERATING PROFIT | 5 |
| Interest receivable and similar income |
| 4,989,935 | 3,018,452 |
| Interest payable and similar expenses | 6 |
| PROFIT BEFORE TAXATION |
| Tax on profit | 7 |
| PROFIT FOR THE FINANCIAL YEAR |
| Winch Design Limited (Registered number: 02023355) |
| Other Comprehensive Income |
| for the Year Ended 31 May 2024 |
| 31.5.24 | 31.5.23 |
| as restated |
| Notes | £ | £ |
| PROFIT FOR THE YEAR |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
| Winch Design Limited (Registered number: 02023355) |
| Statement of Financial Position |
| 31 May 2024 |
| 31.5.24 | 31.5.23 |
| as restated |
| Notes | £ | £ | £ |
| FIXED ASSETS |
| Tangible assets | 9 |
| Investments | 10 |
| CURRENT ASSETS |
| Stocks | 11 |
| Debtors | 12 |
| Investments | 13 |
| Cash at bank and in hand |
| CREDITORS |
| Amounts falling due within one year | 14 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| PROVISIONS FOR LIABILITIES | 16 |
| NET ASSETS |
| CAPITAL AND RESERVES |
| Called up share capital | 17 |
| Retained earnings | 18 |
| SHAREHOLDERS' FUNDS |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Winch Design Limited (Registered number: 02023355) |
| Statement of Changes in Equity |
| for the Year Ended 31 May 2024 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Balance at 1 June 2022 |
| Changes in equity |
| Dividends | - | ( |
) | ( |
) |
| Total comprehensive income | - |
| Capital contribution | - | 334,439 | 334,439 |
| Balance at 31 May 2023 |
| Changes in equity |
| Dividends | - | ( |
) | ( |
) |
| Total comprehensive income | - |
| Capital contribution | - | 330,569 | 330,569 |
| Balance at 31 May 2024 |
| Winch Design Limited (Registered number: 02023355) |
| Notes to the Financial Statements |
| for the Year Ended 31 May 2024 |
| 1. | STATUTORY INFORMATION |
| Winch Design Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| 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 requirements of the Companies Act 2006, including the provisions of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, and under the historical cost convention. |
| Monetary amounts in the financial statements are rounded to the nearest £ except where otherwise stated. |
| Financial Reporting Standard 102 - reduced disclosure exemptions |
| This 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: |
| 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' & 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. |
| Section 26 'Share based Payment' - Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangement. |
| Section 33 'Related Party Disclosures' - Compensation for key management personnel |
| Preparation of consolidated financial statements |
| The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts as it is a wholly owned subsidiary of JAC Holdings Ltd, a United Kingdom company whose registered office address is Parklife House, 133 Deodar Road, London SW15 2NU. JAC Holdings prepares consolidated financial statements. |
| These financial statements present information about the company as an individual entity rather than a group. |
| Winch Design Limited (Registered number: 02023355) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 May 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Significant judgements and estimates |
| Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. |
| Critical accounting estimates and assumptions |
| The company makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below. |
| Revenue recognition |
| Contracts are assessed on a contract by contract basis and reflected in the profit and loss account by recording turnover and related costs as contract activity progresses. Turnover is ascertained in a manner appropriate to the stage of completion of the contract, and credit taken for profit earned to date when the outcome of the contract can be assessed with reasonable certainty. There are elements of judgement and uncertainty within this calculation. |
| Dilapidation provision |
| Management estimates the dilapidation provision as the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Management also considers the allocation of such provision, specifically what element is deemed to be capital in nature. |
| Share based payments |
| The value of future share based payments is estimated using a fair value / discount based methodology. There are elements of judgement and uncertainty within this calculation. |
| Financial and presentation currencies |
| The financial statements are presented in Sterling which is also the functional currency of the company. |
| Turnover |
| Turnover is recognised at the fair value of the consideration received or receivable for sale of goods and/or services in the ordinary nature of the business. Turnover is shown net of Value Added Tax for goods sold and services provided to external customers. Long term contracts are assessed on a contract by contract basis and reflected in the profit and loss account by recording turnover and related costs as contract activity progresses. Turnover is ascertained in a manner appropriate to the stage of completion of the contract, and credit taken for profit earned to date when the outcome of the contract can be assessed with reasonable certainty. |
| Turnover also includes amounts recharged to clients in respect of merchandise procured and sold which has an equal and opposite transaction within cost of sales. This is accounted for under a bill and hold arrangement. |
| All turnover originates from the UK and is derived from the principal activity. |
| Tangible fixed assets |
| Improvements to property | - |
| Fixtures and fittings | - |
| Computer equipment | - |
| Winch Design Limited (Registered number: 02023355) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 May 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Investments in subsidiaries |
| Investments in subsidiary undertakings are recognised at cost. |
| Current asset investments |
| Current asset investments constitute certificates of deposit, redeemable without penalty at one business day's notice. Investments are recognised at amortised cost and include accrued interest to date. |
| Client bank deposits |
| Cash deposits held specifically on behalf of clients are not recognised as an asset or liability in the balance sheet. These deposits are held specifically for the procurement of goods, and are held on the client's behalf in separate, ringfenced, individually designated, bank accounts. |
| Stocks |
| Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow-moving items. |
| Goods held under a "bill and hold" arrangement are excluded from stock. |
| Provisions |
| Provisions are recognised when the company has an obligation at the reporting date as a result of a past event which it is probable will result in the transfer of economic benefits and that obligation can be estimated reliably. |
| Dilapidation |
| The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises. The proportion of the provision relating to dismantling, removing or restoring the premises is capitalised and recognised in leasehold land and buildings. These assets are depreciated over the term of the lease. |
| Foreign currencies |
| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the reporting date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. All translation differences are taken to profit and loss except to the extent that they relate to gains or losses on non-monetary items recognised in other comprehensive income, when the related translation gain or loss is also recognised in other comprehensive income. |
| Hire purchase and leasing commitments |
| Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the period of the lease. |
| 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. |
| Going concern |
| The financial statements have been prepared on a going concern basis. In assessing the appropriateness of the going concern basis, the Directors have taken account of all relevant information covering a period of at least twelve months from the date of approval of the financial statements. After reviewing the company's forecasts and projections, the Directors have an expectation that the company has adequate resources to continue trading for the foreseeable future, and at least a period of twelve months from the date of signing the accounts. |
| Winch Design Limited (Registered number: 02023355) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 May 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Taxation |
| The tax expense represents the sum of the current tax expense and deferred tax expense. Current tax assets are recognised when tax paid exceeds the tax payable. |
| Current tax is based on taxable profit for the year. Current tax assets and liabilities are measured using tax rates that have been enacted or substantively enacted by the reporting date. |
| Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled based on tax rates that have been enacted or substantively enacted by the reporting date. |
| Deferred tax liabilities are recognised in respect of all timing differences that exist at the reporting date. Timing differences are differences between taxable profits and total comprehensive income that arise from the inclusion of income and expenses in tax assessments in different periods from their recognition in the financial statements. |
| The company receives Research and Development ("R&D") tax relief for small and medium sized enterprises ("SME's"), a significant government tax incentive to promote private sector investment in innovation. The expenditure credit is calculated by allowing the company an additional taxable deduction as a percentage of qualifying R&D expenditure. The percentage decreased from 130% to 86% from 1 April 2023. The company recognises the taxable credit in the year in which the qualifying expenditure occurred and is offset against the company's corporation tax liability. The Directors consider it appropriate to accrue this credit on this basis given the company's historical success when submitting R&D returns and management's ability to accurately estimate the qualifying expenditure at the reporting date. |
| Winch Design Limited (Registered number: 02023355) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 May 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial assets |
| Trade, group and other debtors |
| Trade, group and other debtors which are receivable within one year and which do not constitute a financing transaction are initially measured at the transaction price and are subsequently measured at amortised cost, being the transaction price less any amounts settled and any impairment losses. |
| A provision for impairment of trade debtors is established when there is objective evidence that the amounts due will not be collected according to the original terms of the contract. Impairment losses are recognised in profit or loss for the excess of the carrying value of the trade debtors over the present value of future cash flows discounted using the original effective interest rate. Subsequent reversals of an impairment loss that objectively relate to an event occurring after the impairment loss was recognised, are recognised immediately in profit or loss. |
| Financial liabilities and equity |
| Financial instruments are classified as liabilities and equity instruments 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 company after deducting all of its liabilities. |
| Share based payments |
| The parent company, JAC Holdings Ltd grants share options to certain employees of the company. Share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value at that date is expensed on a straight-line basis over the vesting period based on the estimate of shares that will eventually vest. |
| Equity instruments |
| Financial instruments classified as equity instruments are recorded at the fair value of the cash or other resources received or receivable, net of direct costs of issuing the equity instruments. |
| Trade, group and other creditors |
| Trade, group and other creditors (including accruals) payable within one year that do not constitute a financing transaction are initially measured at the transaction price and subsequently measured at amortised cost, being the transaction price less any amounts settled. |
| Where the arrangement with a trade creditor constitutes a financing transaction, the creditor is initially and subsequently measured at the present value of future payments discounted at a market rate of interest for a similar instrument. |
| De-recognition of financial assets and liabilities |
| A financial asset is derecognised only when the contractual rights to cash flows expire or are settled, or substantially all the risks and rewards of ownership are transferred to another party, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party. A financial liability (or part thereof) is derecognised when the obligation specified in the contract is discharged, cancelled or expires. |
| Winch Design Limited (Registered number: 02023355) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 May 2024 |
| 3. | TURNOVER |
| The turnover and profit before taxation are attributable to the one principal activity of the company. |
| An analysis of turnover by class of business is given below: |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Turnover includes revenue relating to the sale of goods procured on behalf of clients. These figures have been calculated for the year ended 31 May 2024 under a bill and hold arrangement as prescribed by the FRS 102 framework. This allows an entity to recognise the sale of goods held before they are delivered to a customer subject to a number of conditions being met. Figures for the year ended 31 May 2023 have been restated. There is an equal and opposite impact on cost of sales, meaning that there is no impact on gross profit, profit after tax or net assets. The restated figures are as follows: |
| 2023 (as previously reported) | 2023 (revised) | Change |
| £ | £ | £ |
| Turnover | 6,168,601 | 17,392.975 | 11,224,374 |
| Cost of sales | 6,168,601 | 17,392,975 | 11,224,374 |
| Gross profit | nil | nil | nil |
| 4. | EMPLOYEES AND DIRECTORS |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Wages and salaries |
| Social security costs |
| Other pension costs |
| The average number of employees during the year was as follows: |
| 31.5.24 | 31.5.23 |
| as restated |
| Management | 5 | 5 |
| Design | 121 | 117 |
| Administration | 34 | 32 |
| Winch Design Limited (Registered number: 02023355) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 May 2024 |
| 4. | EMPLOYEES AND DIRECTORS - continued |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Directors' remuneration |
| Directors' pension contributions to money purchase schemes |
| The number of directors to whom retirement benefits were accruing was as follows: |
| Money purchase schemes |
| Information regarding the highest paid director is as follows: |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Emoluments etc |
| Pension contributions to money purchase schemes |
| Included within the wages and salaries charge is a share based option charge of £330,569 (2023- £334,439) in relation to share option awards to employees. |
| 5. | OPERATING PROFIT |
| The operating profit is stated after charging/(crediting): |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Other operating leases |
| Depreciation - owned assets |
| Profit on disposal of fixed assets | ( |
) | ( |
) |
| Auditors' remuneration |
| Loss on foreign exchange |
| Share option charge |
| The 2023 operating profit has been restated as below following the reclassification of certain professional fees. |
| 2023 (as previously reported) | 2023 (revised) | Change |
| £ | £ | £ |
| Operating profit | 3,036395 | 2,967,608 | (68,787) |
| The share option charge consists of £330,569 (2023; £334,439) in relation to share options awarded to employees. |
| 6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Bank loan interest |
| Winch Design Limited (Registered number: 02023355) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 May 2024 |
| 7. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the profit for the year was as follows: |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Current tax: |
| UK corporation tax |
| Deferred tax | ( |
) |
| Tax on profit |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Profit before tax |
| Profit multiplied by the standard rate of corporation tax in the UK of (2023 - |
| Effects of: |
| Expenses not deductible for tax purposes |
| Capital allowances in excess of depreciation | ( |
) | - |
| Depreciation in excess of capital allowances | - |
| Other timing differences | (525 | ) | 361 |
| Research and development tax credits | (512,011 | ) | (338,732 | ) |
| Losses utilised from group companies | (229,096 | ) | (141,758 | ) |
| credit fees netted off against |
| Deferred tax (credit)/charge | (39,542 | ) | 183,617 |
| Total tax charge | 420,760 | 387,617 |
| The prior year tax charge has been restated as below following the resubmission of the 2023 Corporation Tax return. |
| 2023 (as previously reported) | 2023 (revised) | Change |
| £ | £ | £ |
| Corporation tax | 107,271 | 387,617 | 280,346 |
| 8. | DIVIDENDS |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Ordinary shares of £1 each |
| Interim |
| Winch Design Limited (Registered number: 02023355) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 May 2024 |
| 9. | TANGIBLE FIXED ASSETS |
| Improvements | Fixtures |
| to | and | Computer |
| property | fittings | equipment | Totals |
| £ | £ | £ | £ |
| COST |
| At 1 June 2023 |
| Additions |
| Disposals | ( |
) | ( |
) |
| At 31 May 2024 |
| DEPRECIATION |
| At 1 June 2023 |
| Charge for year |
| Eliminated on disposal | ( |
) | ( |
) |
| At 31 May 2024 |
| NET BOOK VALUE |
| At 31 May 2024 |
| At 31 May 2023 |
| 10. | FIXED ASSET INVESTMENTS |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| At 1 June 2023 |
| and 31 May 2024 |
| NET BOOK VALUE |
| At 31 May 2024 |
| At 31 May 2023 |
| The company's investments at the Statement of Financial Position date in the share capital of companies include the following: |
| Registered office: Outside of UK |
| Nature of business: |
| % |
| Class of shares: | holding |
| 11. | STOCKS |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Stocks |
| Winch Design Limited (Registered number: 02023355) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 May 2024 |
| 12. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Trade debtors |
| Amounts owed by group undertakings |
| Other debtors |
| Corporation Tax |
| VAT | 434,034 | 774,785 |
| Prepayments and accrued income |
| In the prior year certain debit and credit balances were netted off against each other. The more correct treatment is for the debit and credit balances to be grossed up without netting off. This change has been reflected and adjusted in the 2023 accounts with no impact on net assets. The restated figures are as follows: |
| 2023 (as previously reported) | 2023 (revised) | Change |
| £ | £ | £ |
| Other debtors | 211,858 | 113,914 | (97,944) |
| VAT | - | 774,785 | 774,785 |
| Prepayments and accrued income | 633,960 | 1,202,075 | 568,115 |
| 13. | CURRENT ASSET INVESTMENTS |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Unlisted investments | 12,321,925 | - |
| 14. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Trade creditors |
| Amounts owed to group undertakings |
| Social security and other taxes |
| VAT | 298,674 | 1,270,580 |
| Other creditors |
| Accruals and deferred income |
| Winch Design Limited (Registered number: 02023355) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 May 2024 |
| 14. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR - continued |
| In the prior year certain debit and credit balances were netted off against each other. The more correct treatment is for the debit and credit balances to be grossed up without netting off. This change has been reflected and adjusted in the 2023 accounts with no impact on net assets. The restated figures are as follows: |
| 2023 (as previously reported) | 2023 (revised) | Change |
| £ | £ | £ |
| VAT | 593,739 | 1,270,580 | 676,841 |
| Accruals and deferred income | 14,637,225 | 15,554,473 | 917,248 |
| 15. | LEASING AGREEMENTS |
| Minimum lease payments under non-cancellable operating leases fall due as follows: |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Within one year |
| Between one and five years |
| In more than five years |
| The prior year figure for commitments of more than five years has been changed as below in light of an option to terminate in favour of the company. |
| 2023 (as previously reported) |
2023 (revised) |
Change |
| £ | £ | £ |
| Minimum lease payments falling due after five years | 11,541,133 | 5,926,528 | (5,614,605) |
| 16. | PROVISIONS FOR LIABILITIES |
| 31.5.24 | 31.5.23 |
| as restated |
| £ | £ |
| Deferred tax | 85,912 | 125,454 |
| Other provisions | 555,000 | - |
| Deferred | Other |
| tax | provisions |
| £ | £ |
| Balance at 1 June 2023 |
| Credit to Income Statement during year | ( |
) |
| Dilapidation provision | - | 555,000 |
| Balance at 31 May 2024 |
| Winch Design Limited (Registered number: 02023355) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 May 2024 |
| 17. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 31.5.24 | 31.5.23 |
| value: | £ | £ |
| Ordinary | £1 | 500 | 500 |
| 18. | RESERVES |
| Retained |
| earnings |
| £ |
| At 1 June 2023 |
| Profit for the year |
| Dividends | ( |
) |
| Capital contribution | 330,569 |
| At 31 May 2024 |
| Retained earnings represent cumulative profit net of distribution to owners. |
| 19. | ULTIMATE PARENT COMPANY |
| The ultimate parent company is Winch Trustee Limited (company number 13418038), which is incorporated in England and Wales. The immediate parent company is JAC Holdings Limited, which is incorporated in England and Wales. The accounts of JAC Holdings Limited are publicly available from Companies House. |
| 20. | CAPITAL COMMITMENTS |
| As at 31 May 2024 the company had capital commitments of £585,730 (2023 - £nil) relating to office fit out costs. |
| 21. | RELATED PARTY DISCLOSURES |
| The company operated in part from premises owned by members of the Winch family which it occupied under the terms of a lease drawn up on a normal commercial basis. The rent payable in respect of the premises to the Winch family in the year ended 31st May 2024 totalled £96,000 (2023 - £96,000). |
| The company has taken advantage of the exemption under FRS 102 section 33 related parties, not to disclose transactions with other wholly owned group companies. |