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REGISTERED NUMBER: 10909109 (England and Wales)















GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2024

FOR

SPL J HOLDINGS LIMITED

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)






CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 4

Report of the Independent Auditors 5

Consolidated Income Statement 8

Consolidated Other Comprehensive Income 9

Consolidated Balance Sheet 10

Company Balance Sheet 11

Consolidated Statement of Changes in Equity 12

Company Statement of Changes in Equity 13

Consolidated Cash Flow Statement 14

Notes to the Consolidated Cash Flow Statement 15

Notes to the Consolidated Financial Statements 16


SPL J HOLDINGS LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 31 AUGUST 2024







DIRECTORS: S Jablon
Ms K Y Chan
P Jablon
C K J Yau





REGISTERED OFFICE: 1 Rosoman Place
London
EC1R 0JY





REGISTERED NUMBER: 10909109 (England and Wales)





AUDITORS: Numera Partners LLP
Statutory Auditors
4th Floor
Charles House
108-110 Finchley Road
London
NW3 5JJ

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 AUGUST 2024

The directors present their strategic report of the company and the group for the year ended 31 August 2024.

REVIEW OF BUSINESS
The principal activity of the group is the wholesale and retail supply of fashion and optical frames and goods in global markets.

The group previously reacted to past events by reducing costs and restructuring where possible and controlling the costs with the growth post these events. This is reflected in the revenue rising in a positive direction.

The group showed positive improvements with the optical and luxury markets.

The results in 2025 are expected to show continued improvements with global market confidence in the group and the brand.

The group's key performance indicators are:
Sales: £13,648,128 (2023: £11,711,033)
Gross profit: £7,248,845 (2023: £6,267,532)
Net profit before tax: £1,047,624 (2023: £835,976)
EBITDA: £1,139,784 (2023: £922,194)

These indicators indicate an overall improvement from the prior period.

Other key performance indicators are customer satisfaction and human resource development. These are considered excellent.

PRINCIPAL RISKS AND UNCERTAINTIES
The principal risks associated with this industry relate to the market cycle as driven by the general economic performance of the UK and overseas. This manifests itself in dramatic changes in the seasonal cycle which are regularly reviewed by the senior management team to limit the consequent impact on resource productivity and group profitability. Improved buying and season planning policies are expected to vastly improve future performance.

Although the group and industry have adjusted accordingly in relation to recent global factors, uncertainties relating to conflict and political/economic situations in certain territories may remain a potential risk for the period.

FINANCIAL RISK
The group's operations expose it to a number of financial risks including changes in price risks, credit risks, liquidity risks, interest rate risks. The group has a risk management policy that seeks to limit financial risk by monitoring debt and credit risks. The group does not use any derivative financial instruments to manage interest rate costs and as such no hedge accounting is applied.

Given the size of the business, the directors have not delegated the responsibility of monitoring financial risk management to a sub-committee of the board and thereby the board implements the group's finance policy.

PRICE RISK
The group is exposed to price risk due to normal inflationary increases in prices of goods and services.

CREDIT RISK
The group implements policies that require appropriate credit checks on potential customers before credit is afforded to those customers. The amount of exposure is subject to specific limits set by these metrics and the board.

LIQUIDITY RISK
The group operates within the confines of its banking facilities, with the group's shareholders providing long-term finance to ensure flexibility and the availability of sufficient funds for operations and expansion.


SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 AUGUST 2024

INTEREST RATE RISK
The group has limited interest bearing liabilities. The directors regularly review the interest rate policies in light of changes or expected changes in the group's operations.

BUSINESS RISK
Business risks, which the group faces, mainly coming from its competitors and general economic conditions including conflict in territories and global economic issues.

ON BEHALF OF THE BOARD:





S Jablon - Director


22 May 2025

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 AUGUST 2024

The directors present their report with the financial statements of the company and the group for the year ended 31 August 2024.

PRINCIPAL ACTIVITY
The principal activity of the group in the year under review was that of a holding company owning and controlling various UK and foreign trading subsidiaries, which are engaged in the wholesale and retail supply of fashion and optical frames and goods.

DIVIDENDS
No dividends will be distributed for the year ended 31 August 2024.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 September 2023 to the date of this report.

S Jablon
Ms K Y Chan
P Jablon
C K J Yau

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group Strategic Report, 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), 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 the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- prepare the 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group 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 group'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 group's auditors are aware of that information.

AUDITORS
The auditors, Numera Partners LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





S Jablon - Director


22 May 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
SPL J HOLDINGS LIMITED

Opinion
We have audited the financial statements of SPL J Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 August 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, 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 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 group's and of the parent company affairs as at 31 August 2024 and of the group's profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
SPL J HOLDINGS LIMITED


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities, 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 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 group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent 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 a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

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.

We consider that our procedures are highly capable of detecting irregularities, including fraud. The engagement team collectively have the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations.

During the planning of the audit, discussions were held with key entity staff to ensure:
- An understanding of the legal and regulatory framework,
- The entity's policies and procedures on compliance with laws and regulations,
- The entity's policies and procedures on fraud risk including knowledge of any actual, suspected or alleged fraud.

Audit procedures to detect material misstatements in respect of irregularities are outlined below:
- Enquiry of management, those charged with governance and the entity's solicitors around actual and potential litigation and claims.
- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
- Auditing the risk of management override of controls, including sample testing on the posting of journals and reviewing accounting estimates for bias.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the Financial Statements, even though we have properly planned and performed our audit in accordance with auditing standards. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

These inherent limitations are particularly significant in the case of misstatement resulting from fraud as this may involve sophisticated schemes designed to avoid detection, including deliberate failure to record transactions, collusion or the provision of intentional misrepresentations.

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
SPL J HOLDINGS 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.




Giles Cohen (Senior Statutory Auditor)
for and on behalf of Numera Partners LLP
Statutory Auditors
4th Floor
Charles House
108-110 Finchley Road
London
NW3 5JJ

29 May 2025

Note:
Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

CONSOLIDATED
INCOME STATEMENT
FOR THE YEAR ENDED 31 AUGUST 2024

31.8.24 31.8.23
Notes £    £    £   

TURNOVER 3 13,648,128 11,711,033

Cost of sales 6,399,283 5,443,501
GROSS PROFIT 7,248,845 6,267,532

Distribution costs 5,915 9,588
Administrative expenses 6,277,475 5,436,287
6,283,390 5,445,875
965,455 821,657

Other operating income 82,491 15,787
OPERATING PROFIT 5 1,047,946 837,444


Interest payable and similar expenses 7 322 1,465
PROFIT BEFORE TAXATION 1,047,624 835,979

Tax on profit 8 7,253 -
PROFIT FOR THE FINANCIAL YEAR 1,040,371 835,979
Profit attributable to:
Owners of the parent 1,040,371 835,979

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

CONSOLIDATED
OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 AUGUST 2024

31.8.24 31.8.23
Notes £    £   

PROFIT FOR THE YEAR 1,040,371 835,979


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

1,040,371

835,979

Total comprehensive income attributable to:
Owners of the parent 1,040,371 835,979

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

CONSOLIDATED BALANCE SHEET
31 AUGUST 2024

31.8.24 31.8.23
Notes £    £    £   
FIXED ASSETS
Intangible assets 10 147,000 165,000
Tangible assets 11 227,829 227,460
Investments 12 - -
374,829 392,460

CURRENT ASSETS
Stocks 13 2,211,235 1,795,539
Debtors 14 1,819,180 992,092
Cash at bank and in hand 2,885,771 2,535,958
6,916,186 5,323,589
CREDITORS
Amounts falling due within one year 15 1,889,297 1,354,699
NET CURRENT ASSETS 5,026,889 3,968,890
TOTAL ASSETS LESS CURRENT
LIABILITIES

5,401,718

4,361,350

PROVISIONS FOR LIABILITIES 17 11,666 11,666
NET ASSETS 5,390,052 4,349,684

CAPITAL AND RESERVES
Called up share capital 18 206 206
Share premium 19 4,999,897 4,999,897
Retained earnings 19 389,949 (650,419 )
SHAREHOLDERS' FUNDS 5,390,052 4,349,684

The financial statements were approved by the Board of Directors and authorised for issue on 22 May 2025 and were signed on its behalf by:





S Jablon - Director


SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

COMPANY BALANCE SHEET
31 AUGUST 2024

31.8.24 31.8.23
Notes £    £    £   
FIXED ASSETS
Intangible assets 10 147,000 165,000
Tangible assets 11 - -
Investments 12 1,144 9,507
148,144 174,507

CURRENT ASSETS
Debtors 14 4,770,619 4,758,100
Cash at bank and in hand 652 101
4,771,271 4,758,201
CREDITORS
Amounts falling due within one year 15 12,803 13,275
NET CURRENT ASSETS 4,758,468 4,744,926
TOTAL ASSETS LESS CURRENT
LIABILITIES

4,906,612

4,919,433

CAPITAL AND RESERVES
Called up share capital 18 206 206
Share premium 19 4,999,897 4,999,897
Retained earnings 19 (93,491 ) (80,670 )
SHAREHOLDERS' FUNDS 4,906,612 4,919,433

Company's loss for the financial year (12,821 ) (57,770 )

The financial statements were approved by the Board of Directors and authorised for issue on 22 May 2025 and were signed on its behalf by:





S Jablon - Director


SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2024

Called up
share Retained Share Total
capital earnings premium equity
£    £    £    £   
Balance at 1 September 2022 103 (1,486,398 ) - (1,486,295 )

Changes in equity
Profit for the year - 835,979 - 835,979
Total comprehensive income - 835,979 - 835,979
Issue of share capital 103 - 4,999,897 5,000,000
Balance at 31 August 2023 206 (650,419 ) 4,999,897 4,349,684

Changes in equity
Profit for the year - 1,040,371 - 1,040,371
Total comprehensive income - 1,040,371 - 1,040,371
Balance at 31 August 2024 206 389,952 4,999,897 5,390,055

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2024

Called up
share Retained Share Total
capital earnings premium equity
£    £    £    £   
Balance at 1 September 2022 103 (22,900 ) - (22,797 )

Changes in equity
Deficit for the year - (57,770 ) - (57,770 )
Total comprehensive income - (57,770 ) - (57,770 )
Issue of share capital 103 - 4,999,897 5,000,000
Balance at 31 August 2023 206 (80,670 ) 4,999,897 4,919,433

Changes in equity
Deficit for the year - (12,821 ) - (12,821 )
Total comprehensive income - (12,821 ) - (12,821 )
Balance at 31 August 2024 206 (93,491 ) 4,999,897 4,906,612

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 AUGUST 2024

31.8.24 31.8.23
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 587,819 1,511,350
Tax paid (369 ) (9,411 )
Net cash from operating activities 587,450 1,501,939

Cash flows from investing activities
Purchase of intangible fixed assets - (180,000 )
Purchase of tangible fixed assets (73,934 ) (79,504 )
Net cash from investing activities (73,934 ) (259,504 )

Cash flows from financing activities
Share issue - 103
Intercompany loan movement (163,381 ) -
Interest paid (322 ) (1,465 )
Interest paid on convertible loan - (210,000 )
Net cash from financing activities (163,703 ) (211,362 )

Increase in cash and cash equivalents 349,813 1,031,073
Cash and cash equivalents at beginning of year 2 2,535,958 1,504,885

Cash and cash equivalents at end of year 2 2,885,771 2,535,958

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 AUGUST 2024

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.8.24 31.8.23
£    £   
Profit before taxation 1,047,624 835,979
Depreciation charges 91,838 84,753
(Profit)/loss on disposal of fixed assets (67,286 ) 2,156
Finance costs 322 1,465
1,072,498 924,353
(Increase)/decrease in stocks (415,696 ) 93,827
(Increase)/decrease in trade and other debtors (664,012 ) 843,916
Increase/(decrease) in trade and other creditors 595,029 (350,746 )
Cash generated from operations 587,819 1,511,350

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 August 2024
31.8.24 1.9.23
£    £   
Cash and cash equivalents 2,885,771 2,535,958
Year ended 31 August 2023
31.8.23 1.9.22
£    £   
Cash and cash equivalents 2,535,958 1,504,885


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.9.23 Cash flow At 31.8.24
£    £    £   
Net cash
Cash at bank and in hand 2,535,958 349,813 2,885,771
2,535,958 349,813 2,885,771
Total 2,535,958 349,813 2,885,771

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

1. STATUTORY INFORMATION

SPL J Holdings 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 General Information page.

The presentation currency of the financial statements is the Pound Sterling (£), rounded to the nearest Pound.

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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Basis of consolidation
The consolidated financial statements of the group include the financial statements of the company and its direct and indirect subsidiary undertakings made up to 31 August 2024. The results of subsidiaries acquired are included in the consolidated profit and loss account from the date control passes. Intra group sales and profits are eliminated fully on consolidation.

Critical accounting judgements and key sources of estimation uncertainty
The directors consider that the critical accounting policies where judgements and estimations have been applied relate to tangible asset lives, stock and amounts due from group entities and trade debtors. In respect of the life of tangible fixed assets, judgements are made on the useful economic life and residual values. The directors have concluded that the asset values and residual values are appropriate.

Stock provision has been calculated on the basis of the age of the stock and likelihood of sale and at what price after the period end. The director is satisfied that stock is valued on an appropriate basis.

The remaining balance of amounts due from group companies and trade debtors are considered recoverable. This is based on profit projections and expectations of growth of those companies.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

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.

Patents and licences are being amortised evenly over their estimated useful life of ten years.

Computer software is being amortised evenly over its estimated useful life of three years.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Short leasehold - over the term of the lease
Plant and machinery - 33% on cost and 25% on cost
Fixtures and fittings - 25% on cost
Motor vehicles - 25% on cost

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the profit or loss account.


SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2024

2. ACCOUNTING POLICIES - continued
Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

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.

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 group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

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 contractual provisions of the instruments.

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 instruments, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2024

2. ACCOUNTING POLICIES - continued

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

Fixed asset investments
Investments in subsidiaries are carried at cost less impairment.

Going concern
The director has considered the company's performance as well as forecasts and projections for the next 12 months from the date of this report and has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to prepare its financial statements on a going concern basis.

3. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the group.

An analysis of turnover by geographical market is given below:

31.8.24 31.8.23
£    £   
United Kingdom 2,081,079 2,678,294
Rest of the world 11,567,049 9,032,739
13,648,128 11,711,033

4. EMPLOYEES AND DIRECTORS
31.8.24 31.8.23
£    £   
Wages and salaries 3,151,655 2,642,828
Social security costs 326,313 275,664
Other pension costs 53,385 55,010
3,531,353 2,973,502

The average number of employees during the year was as follows:
31.8.24 31.8.23

Employees 59 54

The average number of employees by undertakings that were proportionately consolidated during the year was 59 (2023 - 54 ) .

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2024

4. EMPLOYEES AND DIRECTORS - continued

31.8.24 31.8.23
£    £   
Directors' remuneration 529,139 265,000
Directors' pension contributions to money purchase schemes 2,642 1,321

Information regarding the highest paid director is as follows:
31.8.24 31.8.23
£    £   
Emoluments etc 334,139 265,000
Pension contributions to money purchase schemes 1,321 1,321

5. OPERATING PROFIT

The operating profit is stated after charging/(crediting):

31.8.24 31.8.23
£    £   
Hire of plant and machinery 6,317 4,579
Other operating leases 498,517 402,710
Depreciation - owned assets 73,563 69,752
(Profit)/loss on disposal of fixed assets (67,286 ) 2,156
Patents and licences amortisation 18,000 15,000
Auditors' remuneration 42,179 52,998
Foreign exchange differences 7,390 4,722

6. EXCEPTIONAL ITEMS
31.8.24 31.8.23
£    £   
Exceptional items - 12,961

Within exceptional items is intercompany balances written off

7. INTEREST PAYABLE AND SIMILAR EXPENSES
31.8.24 31.8.23
£    £   
Bank loan interest 322 1,465

8. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
31.8.24 31.8.23
£    £   
Current tax:
Overseas tax 7,253 -
Tax on profit 7,253 -

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2024

8. TAXATION - continued

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:

31.8.24 31.8.23
£    £   
Profit before tax 1,047,624 835,979
Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2023 -
25 %)

261,906

208,995

Effects of:
Expenses not deductible for tax purposes 8,156 18,697
Income not taxable for tax purposes (19,003 ) -
Capital allowances in excess of depreciation - (1,909 )
Depreciation in excess of capital allowances 13,480 -
Utilisation of tax losses (251,789 ) (227,059 )
Overseas subsidiaries tax differences (5,497 ) 1,276
Total tax charge 7,253 -

9. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


10. INTANGIBLE FIXED ASSETS

Group
Patents
and Computer
licences software Totals
£    £    £   
COST
At 1 September 2023
and 31 August 2024 180,000 14,500 194,500
AMORTISATION
At 1 September 2023 15,000 14,500 29,500
Amortisation for year 18,000 - 18,000
At 31 August 2024 33,000 14,500 47,500
NET BOOK VALUE
At 31 August 2024 147,000 - 147,000
At 31 August 2023 165,000 - 165,000

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2024

10. INTANGIBLE FIXED ASSETS - continued

Company
Patents
and
licences
£   
COST
At 1 September 2023
and 31 August 2024 180,000
AMORTISATION
At 1 September 2023 15,000
Amortisation for year 18,000
At 31 August 2024 33,000
NET BOOK VALUE
At 31 August 2024 147,000
At 31 August 2023 165,000

Included within intangible fixed assets is intellectual property relating to the Linda Farrow brand, which is being amortised over 10 years. The previous year amortisation charge of £15,000 is for 10 months, due to the IP being assigned to the company on 31 October 2022.

11. TANGIBLE FIXED ASSETS

Group
Short Long Plant and
leasehold leasehold machinery
£    £    £   
COST
At 1 September 2023 182,605 2,179 27,200
Additions 16,401 - 538
Disposals (40,620 ) - (8,158 )
At 31 August 2024 158,386 2,179 19,580
DEPRECIATION
At 1 September 2023 115,522 2,179 24,103
Charge for year 14,363 - 864
Eliminated on disposal (40,620 ) - (8,157 )
At 31 August 2024 89,265 2,179 16,810
NET BOOK VALUE
At 31 August 2024 69,121 - 2,770
At 31 August 2023 67,083 - 3,097

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2024

11. TANGIBLE FIXED ASSETS - continued

Group

Fixtures
and Motor
fittings vehicles Totals
£    £    £   
COST
At 1 September 2023 1,229,588 6,585 1,448,157
Additions 56,995 - 73,934
Disposals (15,088 ) - (63,866 )
At 31 August 2024 1,271,495 6,585 1,458,225
DEPRECIATION
At 1 September 2023 1,072,308 6,585 1,220,697
Charge for year 58,336 - 73,563
Eliminated on disposal (15,087 ) - (63,864 )
At 31 August 2024 1,115,557 6,585 1,230,396
NET BOOK VALUE
At 31 August 2024 155,938 - 227,829
At 31 August 2023 157,280 - 227,460

12. FIXED ASSET INVESTMENTS

Company
Unlisted
investments
£   
COST
At 1 September 2023 9,507
Disposals (8,363 )
At 31 August 2024 1,144
NET BOOK VALUE
At 31 August 2024 1,144
At 31 August 2023 9,507


The company's investment at the balance sheet date in the share capital of companies includes the following:

Name of Company Nature of business Class of share Holding %

Bally Sunglass & Optical Company Limited Wholesale supply of optical frames Ordinary 100
JKC Retail Limited Retail supply of optical frames Ordinary 100
JKC US LLC Retail supply of optical frames Ordinary 100
Linda Farrow Global Logistics Limited Supply of optical frames Ordinary 100
JKC Retail GmbH* Dormant Ordinary 100


* - held through an intermediate company

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2024

13. STOCKS

Group
31.8.24 31.8.23
£    £   
Stocks 2,211,235 1,795,539

14. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
31.8.24 31.8.23 31.8.24 31.8.23
£    £    £    £   
Trade debtors 1,351,100 771,478 - -
Amounts owed by group undertakings 163,381 - 4,759,289 4,746,646
Other debtors 115,356 81,188 - -
Prepayments and accrued income 189,343 139,426 11,330 11,454
1,819,180 992,092 4,770,619 4,758,100

15. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
31.8.24 31.8.23 31.8.24 31.8.23
£    £    £    £   
Trade creditors 850,832 657,761 16 533
Amounts owed to group undertakings - - 1,098 1,042
Tax 6,046 (838 ) - 100
Social security and other taxes 97,705 78,317 - -
VAT 58,867 61,294 4,000 3,000
Other creditors 17 2,069 - -
Net wages 3,743 1,861 - -
Accrued expenses 872,087 554,235 7,689 8,600
1,889,297 1,354,699 12,803 13,275

16. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Non-cancellable operating leases
31.8.24 31.8.23
£    £   
Within one year 527,904 527,904
Between one and five years 994,593 1,104,593
In more than five years 562,500 562,500
2,084,997 2,194,997

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2024

17. PROVISIONS FOR LIABILITIES

Group
31.8.24 31.8.23
£    £   
Deferred tax 11,666 11,666

Group
Deferred
tax
£   
Balance at 1 September 2023 11,666
Balance at 31 August 2024 11,666

18. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.8.24 31.8.23
value: £    £   
9,500 Ordinary A £0.01 95 95
800 Ordinary B £0.01 8 8
10,341 Preferred £0.01 103 103
206 206

19. RESERVES

Group
Retained Share
earnings premium Totals
£    £    £   

At 1 September 2023 (650,422 ) 4,999,897 4,349,475
Profit for the year 1,040,371 1,040,371
At 31 August 2024 389,949 4,999,897 5,389,846

Company
Retained Share
earnings premium Totals
£    £    £   

At 1 September 2023 (80,670 ) 4,999,897 4,919,227
Deficit for the year (12,821 ) (12,821 )
At 31 August 2024 (93,491 ) 4,999,897 4,906,406


20. PENSION COMMITMENTS

The group operates a defined contribution scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the group to the fund and amounted to £53,385 (2023: £55,010).

SPL J HOLDINGS LIMITED (REGISTERED NUMBER: 10909109)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2024

21. ULTIMATE PARENT COMPANY

The ultimate parent company is Puyi Group Limited, which is incorporated in Hong Kong with a registered office at Units 14-16, 11F, North Tower, Concordia Plaza, No. 1 Science Museum Road, Tsimshatsui, Kowloon, Hong Kong.

22. DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to a director subsisted during the years ended 31 August 2024 and 31 August 2023:

31.8.24 31.8.23
£    £   
S Jablon
Balance outstanding at start of year - 72,067
Amounts advanced - 107,933
Amounts repaid - (180,000 )
Amounts written off - -
Amounts waived - -
Balance outstanding at end of year - -

23. RELATED PARTY DISCLOSURES

The group has taken advantage of the exemption conferred by section 33.1A of Financial Reporting Standards 102: Related Party Disclosures, from the requirement to disclose transactions with wholly-owned group companies.

During the year, a subsidiary company paid rent for warehouse space of £50,000 (2023: £50,000) to L Jablon, who is directly related to the director S Jablon.

During the year, a subsidiary company rented out office space to a connected party for £12,000 (2023: £12,000), who is directly related to the director S Jablon.

During the year, the company is owed by a connected party £100,284 (2023: £63,506), who is directly related to the SPL J Holdings Limited.

During the year, a total of key management personnel compensation of £ 529,334 was paid.