REGISTERED NUMBER: 08966428 (England and Wales) |
| GROUP STRATEGIC REPORT, |
| REPORT OF THE DIRECTORS AND |
| CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 MARCH 2024 |
FOR |
| GDSK LIMITED |
REGISTERED NUMBER: 08966428 (England and Wales) |
| GROUP STRATEGIC REPORT, |
| REPORT OF THE DIRECTORS AND |
| CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 MARCH 2024 |
FOR |
| GDSK LIMITED |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 MARCH 2024 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 5 |
Independent Auditors' Report | 8 |
Consolidated Statement of Comprehensive Income | 12 |
Consolidated Statement of Financial Position | 13 |
Company Statement of Financial Position | 14 |
Consolidated Statement of Changes in Equity | 15 |
Company Statement of Changes in Equity | 16 |
Consolidated Statement of Cash Flows | 17 |
Notes to the Consolidated Statement of Cash Flows | 18 |
Notes to the Consolidated Financial Statements | 19 |
GDSK LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 MARCH 2024 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
55 Baker Street |
London |
W1U 7EU |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 MARCH 2024 |
The directors present their strategic report of the Company and the parent of the Group for the year ended 31 March 2024. |
FAIR REVIEW OF BUSINESS AND FUTURE DEVELOPMENTS |
Results for the Financial Year: |
The audited consolidated financial statements for the year ending 31 March 2024 present a profit before taxation of £4.6m (31 March 2023: loss of £3.3m). The consolidated statement of financial position reports net assets of £63.6m (31 March 2023: £62.4m). |
Business review: |
Key financial highlights are presented below: |
Year ended | Year ended |
31 March 2024 | 31 March 2023 |
£m | £m |
Revenue | 192.3 | 168.9 |
Operating profit/(loss) | 4.6 | (2.9) |
Profit/(Loss) for the financial year | 4.3 | (3.3) |
Revenue in the year increased by 13.8% to £192.3m principally due to the full year effect of prior year store openings and the part year impact of additional stores opened in the current financial year. The benefits of operating leverage as well as improved gross margins combined to improve operating profit to £4.6m in the year to 31 March 2024. |
The Group continued to expand the number of operating sites. A further 23 sites were opened during the year, taking the total estate to 267 sites as at 31 March 2024. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The Group faces a number of risks and uncertainties which may have an adverse impact on its operations, performance, future targets and the ability to deliver its targets. |
The risks and uncertainties noted below represent those which the directors consider to be the most significant in achieving the group's business plan. These principal risks do not comprise all of the risks associated with the Group and are not set out in any order of priority. |
Damage to the Brand: |
The success of the Group is materially based on the operation of a franchisor's brand. If any significant external events were to occur that impacted the integrity of this brand, it could result in financial performance declining. |
The directors believe that strong governance and controls operated internally help to both protect and strengthen the brand. |
Competition: |
The Group operates in a very competitive and fragmented market which is constantly bringing new concepts and products to market. Other fast-food restaurants and takeaway businesses are in direct competition with pizza chains. |
As part of a larger brand the directors are able to leverage this resource and have been able to develop a strong online channel and excellent brand recognition to help mitigate this risk. |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 MARCH 2024 |
PRINCIPAL RISKS AND UNCERTAINTIES - continued |
Regulation: |
The Group is required to comply with all relevant health and safety and food hygiene procedures and regulations. The directors have implemented rigorous site audits to ensure compliance and operating working practices are maintained to the highest standard. |
Information Technology: |
The business has a high dependency on core information technology systems that are administered by the franchisor. This risk is mitigated by the franchisor implementing robust recovery procedures and testing on a regular basis to ensure protection of hardware, software and data. |
SECTION 172(1) STATEMENT |
As required by section 172 of the UK's Companies Act, a director of a Company must act in the way they consider, in good faith, to be most likely to promote the success of the Company and Group for the benefit of its stakeholders. |
Our stakeholders are integral to the long-term success of the business. To ensure we take their views into account we engage with each of our stakeholder groups throughout the year. These stakeholders include our shareholders, franchisor, employees, suppliers and the local community. |
Shareholders: |
The long-term company strategy naturally aligns with the shareholders' expectations and interests as the directors of the Company are also the shareholders. |
Employees: |
Our employees are a vital asset to our business. The directors seek to promote employee welfare, ensure employees are engaged in the business and are empowered to perform their duties. |
The rigorous recruitment process ensures employees have the right capabilities for the role. Investment into the design of in-store and e-learning training programmes enables our employees to perform their duties. The Group fosters a supportive, inclusive work environment, offering fair remuneration, opportunities for growth and prioritising health and safety. |
The directors regularly recognise and reward employees for their hard work during the year and hold events to keep managers informed of Group strategy for the year ahead. Senior management hold weekly meetings to evaluate current trading performance which is then fed back to the restaurant managers. |
Franchisor & Suppliers: |
As a franchisee of a larger Group, it is imperative to have a close working relationship with the franchisor. The Directors participate in regular communication forums with the franchisor throughout the year. As the Group holds the detailed knowledge of day to day operations, the Board seek to influence and inform strategic decisions of the franchisor for the benefit of all stakeholders. |
The Group seeks to follow best industry practices for effectively managing our third party suppliers. Our teams seek transparent and mutually beneficial relationships, ensuring fair dealings and ethical practices. Suppliers are paid in line with agreed terms and conditions. |
Customers: |
The directors always strive to ensure the product quality and product delivery exceeds the expectations of our customers. Understanding the needs and experience of our customers is a key part of Group decision making. Regular menu development helps the Group adapt to changing consumer tastes. The directors seek and act on customer feedback from both trials of such initiatives and from ongoing customer reviews. |
Community and Environment: |
The directors recognise a responsibility to support the local community and to reduce the Group's carbon footprint. |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 MARCH 2024 |
STATEMENT OF CORPORATE GOVERNANCE ARRANGEMENTS |
The directors' duties will always be paramount to operate responsibly and ensure that the management team operates the business in a responsible manner, operating within the standards of business conduct and good governance expected for a business such as ours. |
GOING CONCERN ASSESSMENT |
The directors have considered the cashflow requirements of the Group for a period of at least twelve (12) months from the date of approval of these financial statements and are satisfied that sufficient financial resources will continue to be made available and that the Group will be able to meet its debts and fund its growth as they fall due. |
Historically, the Group has been highly cash generative and has been able to self-fund its growth plans. The group's financial forecasts do not highlight any requirement for additional capital. Indeed, additional cashflows could be generated in the short term by ceasing the new restaurant opening programme if so required. |
Accordingly, these financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the Group. |
ON BEHALF OF THE BOARD: |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 MARCH 2024 |
The directors present their report with the financial statements of the Company and the Group for the year ended 31 March 2024. |
PRINCIPAL ACTIVITY |
| The principal activity of the Company in the year under review was a holding Company. |
| The principal activity of the Group in the year under review continued to be that of providing goods and services in respect of a take-away and delivery food business and a restaurant, both under contracts with an operating Company. |
DIVIDENDS |
Dividends of £3,030,000 were distributed for the year ended 31 March 2024. |
Dividends of £28,000,000 were distributed for the year ended 31 March 2023. |
FUTURE DEVELOPMENTS |
The quick service restaurant industry remains a highly competitive environment. The directors believe a growing consumer preference for convenience and affordability will continue to support the Group's trade, notably across the take-away food outlets. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 April 2023 to the date of this report. |
CASHFLOW RISK |
The Group has historically been cash generative. Nonetheless, to ensure all liquidity requirements are met, the Group regularly reviews any present obligations and prepares cash flow forecasts considering any changes and growth in operations. |
CREDIT RISK |
The Group's principal financial assets are cash and loans to related parties. The Group has minimal trade debtors. The directors therefore consider there to be little or no risk in respect of the balances with any third parties that would impact the availability of credit for the Group. |
EMPLOYMENT POLICIES |
The Group is committed to the principle of equal opportunity in employment. The Group recruits and selects applicants for employment based solely on a person's qualifications and suitability for the position, whilst bearing in mind equality and diversity. It is the Group's policy to recruit the most capable person available for each position. |
The Group gives full consideration to applications for employment from disabled persons where the requirements of the job can be adequately fulfilled by a handicapped or disabled person. Where existing employees become disabled, it is the Group's policy wherever practicable to provide continuing employment under normal terms and conditions and to provide training and career development and promotion to disabled employees wherever appropriate. |
Employees are encouraged to participate in the success of the business through performance related remuneration. All management and staff are expected to communicate fully the ongoing performance of their own area of responsibility. |
BUSINESS REVIEW |
A review of the business and its principal risks and uncertainties is set out in the strategic report on pages 2 to 4 of these financial statements. |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 MARCH 2024 |
ENGAGEMENT WITH EMPLOYEES |
The directors have developed various modes of engagement with its employees. At the heart of this is a structured pathway for employees to learn and to progress their careers. An example of this is the online modules made available for continuous learning and development. |
ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS |
The directors of the business and other leadership staff within operations and finance have regular contact with employees, customers, suppliers, and other stakeholders. This ensures mutually beneficial business relationships are maintained. An example of such engagement with employees has been given in the paragraph above. Regular feedback is received from various parties and as operators of a global brand the directors always try to ensure as well as improve the product quality, consumer experience, delivery standards and perceived value for money. |
STREAMLINED ENERGY AND CARBON REPORTING |
As GDSK Limited is a large Group that meets the qualification criteria, the SECR framework requires the Group and subsidiaries to report energy usage information and any energy efficiency action taken in the period under review. |
The energy consumed by the Group and Company in the 2024 and 2023 accounting period is less than 40,000 kwh. Therefore the Group and Company qualify as low energy users and are exempt from reporting under these regulations. |
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; |
- | state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; |
- | 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. |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 MARCH 2024 |
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 ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the Group's auditors are aware of that information. |
AUDITORS |
The auditors, BDO LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
GDSK LIMITED |
| Opinion on the financial statements |
| In our opinion the financial statements: |
| - | the financial statements give a true and fair view of the state of the Group's and of the Parent Company's affairs as at 31 March 2024 and of the Group's profit for the year then ended; |
| - | the financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
| - | the financial statements have been prepared in accordance with the requirements of the Companies Act 2006. |
| We have audited the financial statements of GDSK LIMITED ("the Parent Company") and its subsidiaries ("the Group") for the year ended 31 March 2024 which comprise Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows, and 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). |
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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Independence |
We are independent of the Group and the Parent 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. |
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 or 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 included in the Group Strategic Report, Report of the Directors and Consolidated Financial Statements, other than the financial statements and our auditor's report 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. |
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. |
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
GDSK LIMITED |
Other Companies Act 2006 reporting |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Strategic report and 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 the Directors' report have been prepared in accordance with applicable legal requirements. |
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 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 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 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 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. |
Auditor's 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. |
Extent to which the audit was capable of detecting irregularities, including fraud |
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: |
Non-compliance with laws and regulations |
Based on: |
- | Our understanding of the Group and the industry in which it operates; |
- | Discussion with management and those charged with governance ; |
- | Obtaining an understanding of the Group's policies and procedures regarding compliance with laws and regulations |
We considered the significant laws and regulations to be the applicable accounting framework, Companies Act 2006 and UK tax legislation. |
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
GDSK LIMITED |
The Group is also subject to laws and regulations where the consequence of non-compliance could have a material effect on the amount or disclosures in the financial statements, for example through the imposition of fines or litigations. We identified such laws and regulations to be health and safety legislation and other employment related laws. |
Our procedures in respect of the above included: |
- | Review of minutes of meetings of those charged with governance for any instances of non-compliance with laws and regulations; |
- | Review of correspondence with tax authorities for any instances of non-compliance with laws and regulations; |
- | Review of financial statement disclosures and agreeing to supporting documentation; |
- | Review of legal expenditure accounts to understand the nature of expenditure incurred; and |
- | Enquiry with management and those charged with governance as to whether the Group is compliant with laws and regulations that may have a material effect on the financial statements. |
Fraud |
We assessed the susceptibility of the financial statements to material misstatement, including fraud. Our risk assessment procedures included: |
- | Enquiry with management and those charged with governance regarding any known or suspected instances of fraud; |
- | Obtaining an understanding of the Group's policies and procedures relating to: |
- | Detecting and responding to the risks of fraud; and |
- | Internal controls established to mitigate risks related to fraud. |
- | Review of minutes of meetings of those charged with governance for any known or suspected instances of fraud; |
- | Discussion amongst the engagement team as to how and where fraud might occur in the financial statements; and |
- | Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud |
Based on our risk assessment, we considered the areas most susceptible to fraud to be revenue and management override of control. |
Our procedures in respect of the above included: |
- | Testing a sample of journal entries throughout the year, which met a defined risk criteria, by agreeing to supporting documentation; and |
- | Testing revenue recognition in total for the period using recalculations of royalties and the mark ups applied on the provision of goods and services to stores. |
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members who were all deemed to have appropriate competence and capabilities and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. |
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that 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, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed 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 are to become aware of it. |
A further description of our responsibilities is available on the Financial Reporting Council's website at: |
https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report. |
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF |
GDSK LIMITED |
Use of our report |
This report is made solely to the Parent 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 Parent Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Parent Company and the Parent 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 BDO LLP |
London |
BDO LLP is a limited liability partnership registered in England and Wales (with |
registered number OC305127). |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
CONSOLIDATED |
STATEMENT OF COMPREHENSIVE |
INCOME |
FOR THE YEAR ENDED 31 MARCH 2024 |
2024 | 2023 |
Notes | £ | £ |
TURNOVER | 4 | 192,329,642 | 168,944,433 |
Cost of sales | 154,816,380 | 140,152,456 |
GROSS PROFIT | 37,513,262 | 28,791,977 |
Administrative expenses | 33,636,281 | 32,649,053 |
3,876,981 | (3,857,076 | ) |
Other operating income | 5 | 674,458 | 906,807 |
OPERATING PROFIT/(LOSS) | 7 | 4,551,439 | (2,950,269 | ) |
Interest receivable and similar income | 193,506 | 12,563 |
4,744,945 | (2,937,706 | ) |
Interest payable and similar expenses | 9 | 148,729 | 391,513 |
PROFIT/(LOSS) BEFORE TAXATION | 4,596,216 | (3,329,219 | ) |
Tax on profit/(loss) | 10 | 305,520 | (77,687 | ) |
PROFIT/(LOSS) FOR THE FINANCIAL YEAR | ( | ) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE YEAR | 4,290,696 | (3,251,532 | ) |
Profit/(loss) attributable to: |
Owners of the parent | 4,290,696 | (3,251,532 | ) |
Total comprehensive income/(loss) attributable to: |
Owners of the parent | 4,290,696 | (3,251,532 | ) |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION |
31 MARCH 2024 |
2024 | 2023 |
Notes | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 13 | 26,632,575 | 48,000,604 |
Tangible assets | 14 | 27,435,978 | 20,662,139 |
Investments | 15 | - | - |
54,068,553 | 68,662,743 |
CURRENT ASSETS |
Debtors | 16 | 16,129,208 | 7,656,976 |
Cash at bank and in hand | 17 | 11,692,830 | 9,387,057 |
27,822,038 | 17,044,033 |
CREDITORS |
Amounts falling due within one year | 18 | 16,565,402 | 20,290,996 |
NET CURRENT ASSETS/(LIABILITIES) | 11,256,636 | (3,246,963 | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES | 65,325,189 | 65,415,780 |
CREDITORS |
Amounts falling due after more than one year | 19 | 1,705,231 | 3,056,518 |
NET ASSETS | 63,619,958 | 62,359,262 |
CAPITAL AND RESERVES |
Called up share capital | 23 | 101,000 | 101,000 |
Share premium | 24 | 132,107,634 | 132,107,634 |
Retained earnings | 24 | (68,588,676 | ) | (69,849,372 | ) |
SHAREHOLDERS' FUNDS | 63,619,958 | 62,359,262 |
The financial statements were approved by the Board of Directors and authorised for issue on 3 June 2025 and were signed on its behalf by: |
S S Kandola - Director |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
COMPANY STATEMENT OF FINANCIAL POSITION |
31 MARCH 2024 |
2024 | 2023 |
Notes | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 13 |
Tangible assets | 14 |
Investments | 15 |
CURRENT ASSETS |
Debtors | 16 |
Cash at bank | 17 |
CREDITORS |
Amounts falling due within one year | 18 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year | 19 |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 23 |
Share premium |
Retained earnings |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 2,988,867 | 28,060,293 |
The financial statements were approved by the Board of Directors and authorised for issue on |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 MARCH 2024 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
£ | £ | £ | £ |
Balance at 1 April 2022 | 101,000 | (38,597,840 | ) | 132,107,634 | 93,610,794 |
Changes in equity |
Deficit for the year | - | (3,251,532 | ) | - | (3,251,532 | ) |
Total comprehensive loss | - | (3,251,532 | ) | - | (3,251,532 | ) |
Dividends | - | (28,000,000 | ) | - | (28,000,000 | ) |
Balance at 31 March 2023 | 101,000 | (69,849,372 | ) | 132,107,634 | 62,359,262 |
Changes in equity |
Profit for the year | - | 4,290,696 | - | 4,290,696 |
Total comprehensive income | - | 4,290,696 | - | 4,290,696 |
Dividends | - | (3,030,000 | ) | - | (3,030,000 | ) |
Balance at 31 March 2024 | 101,000 | (68,588,676 | ) | 132,107,634 | 63,619,958 |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 MARCH 2024 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
£ | £ | £ | £ |
Balance at 1 April 2022 |
Changes in equity |
Profit for the year | - | 28,060,293 | - | 28,060,293 |
Total comprehensive income | - | - |
Dividends | - | ( | ) | - | ( | ) |
Balance at 31 March 2023 |
Changes in equity |
Profit for the year | - | 2,988,867 | - | 2,988,867 |
Total comprehensive income | - | - |
Dividends | - | ( | ) | - | ( | ) |
Balance at 31 March 2024 |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
CONSOLIDATED STATEMENT OF CASH FLOWS |
FOR THE YEAR ENDED 31 MARCH 2024 |
2024 | 2023 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 21,607,666 | 27,219,453 |
Interest paid | (307,208 | ) | (221,812 | ) |
Tax paid | (1,350,000 | ) | (5,782,780 | ) |
Net cash from operating activities | 19,950,458 | 21,214,861 |
Cash flows from investing activities |
Purchases of tangible fixed assets | (10,976,425 | ) | (3,430,082 | ) |
Sale of tangible fixed assets | - | 6,667 |
Payment of deferred consideration | - | (2,177,544 | ) |
Interest received | 193,506 | 12,563 |
Net cash from investing activities | (10,782,919 | ) | (5,588,396 | ) |
Cash flows from financing activities |
Amount introduced/withdrawn by directors | 168,234 | (168,234 | ) |
Related party loans (to)/from | (4,000,000 | ) | - |
Equity dividends paid | (3,030,000 | ) | (28,000,000 | ) |
Net cash from financing activities | (6,861,766 | ) | (28,168,234 | ) |
Increase/(decrease) in cash and cash equivalents | 2,305,773 | (12,541,769 | ) |
Cash and cash equivalents at beginning of year | 2 | 9,387,057 | 21,928,826 |
Cash and cash equivalents at end of year | 2 | 11,692,830 | 9,387,057 |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS |
FOR THE YEAR ENDED 31 MARCH 2024 |
1. | RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2024 | 2023 |
£ | £ |
Profit/(loss) before taxation | 4,596,216 | (3,329,219 | ) |
Depreciation charges | 4,058,934 | 3,138,136 |
Profit on disposal of fixed assets | - | (3,342 | ) |
Amortisation of intangible fixed assets | 21,368,029 | 21,368,030 |
Finance costs | 148,729 | 391,513 |
Finance income | (193,506 | ) | (12,563 | ) |
29,978,402 | 21,552,555 |
Increase in trade and other debtors | (3,595,987 | ) | (1,614,364 | ) |
(Decrease)/increase in trade and other creditors | (4,774,749 | ) | 7,281,262 |
Cash generated from operations | 21,607,666 | 27,219,453 |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
Year ended 31 March 2024 |
31/3/24 | 1/4/23 |
£ | £ |
Cash and cash equivalents | 11,692,830 | 9,387,057 |
Year ended 31 March 2023 |
31/3/23 | 1/4/22 |
£ | £ |
Cash and cash equivalents | 9,387,057 | 21,928,826 |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 1/4/23 | Cash flow | At 31/3/24 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 9,387,057 | 2,305,773 | 11,692,830 |
9,387,057 | 2,305,773 | 11,692,830 |
Debt |
Debts falling due within 1 year | - | (2,187,050 | ) | (2,187,050 | ) |
Debts falling due after 1 year | (2,187,050 | ) | 2,187,050 | - |
(2,187,050 | ) | - | (2,187,050 | ) |
Total | 7,200,007 | 2,305,773 | 9,505,780 |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 MARCH 2024 |
1. | STATUTORY INFORMATION |
GDSK Limited is a |
The functional and presentation currency of the financial statements is the Pound Sterling (£). |
Monetary amounts in these financial statements are rounded to the nearest Pound Sterling (£). |
2. | STATEMENT OF COMPLIANCE |
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. |
3. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Financial Reporting Standard 102 - reduced disclosure exemptions |
The Company and Group has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic or Ireland": |
- | the requirements of Section 7 Statement of Cash Flows |
- | the requirements of Section 11 Financial Instruments paragraphs 11.41(b), 11.41(c), 11.41(e), 11.41(f), 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c). |
Going concern |
The directors have considered the cashflow requirements of the Group for a period of at least twelve (12) months from the date of approval of these financial statements and are satisfied that sufficient financial resources will continue to be made available and that the Group will be able to meet its debts and fund its growth as they fall due. |
Historically, the Group has been highly cash generative and has been able to self-fund its growth plans. The group's financial forecasts do not highlight any requirement for additional capital. Indeed, additional cashflows could be generated in the short term by ceasing the new restaurant opening programme if so required. |
Accordingly, these financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the Group. |
Basis of consolidation |
The financial statements consolidate the results of GDSK Limited and all of its subsidiary undertakings. |
Related party exemption |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
3. | ACCOUNTING POLICIES - continued |
Significant judgements and estimates |
| In applying the Group's accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying value of assets and liabilities. The directors' judgement, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made and are based on historical experience and other factors that considered to be applicable. Due to the inherent sensitivity involved in making judgements, estimates and assumptions, the actual results and outcomes may differ. |
| The estimates and underlying assumptions are reviewed on an ongoing basis. Any revisions to accounting estimates are recognised prospectively. |
| Useful life of tangible fixed assets |
| The directors' have made key assumptions regarding the expected useful life of tangible fixed assets, these being depreciated at the rates documented in the accounting policies. The expected useful life for each asset class has been determined by the director's expectation for the store operating life and their experience of the industry. Stores are regularly maintained with store refits occurring when necessary to decrease ongoing maintenance costs and to refresh the store. |
| Store development costs |
| As the Group undertakes further growth of the sites it operates, professional costs are incurred. These costs where applicable to a new store opening are capitalised leasehold improvements, otherwise they are treated as abortive legal costs in the Statement of Comprehensive Income. The directors review any unassigned costs and make an assessment based on the information available concerning the stage of development. |
| Leasing commitments |
| Key assumptions have also been made in respect of the calculation of leasing agreements. The commitment disclosed in the notes has been calculated to the earliest break point in the agreement. |
| Impairment of non-financial assets |
| At each reporting date, the Group's and Company's tangible and intangible assets are reviewed for any indications or factors of impairment. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the assets. |
| For the Group and Company undertakings to assess if the carrying amount exceeds the recoverable amount, an impairment review to calculate the value in use has been performed. The value in use review has been undertaken by calculating the present value of the future cash flows expected to be derived from the assets. The calculations of the returns expected alongside any known capital investment and working capital requirements for the undertakings has been prepared using forecasted revenue data from the management team. Since this has been prepared based on past performance and operating expectations of the trading entities. Due to the inherent sensitivity involved in making these calculations, the actual results may differ. |
| The directors have made key assumptions to determine whether there are any indicators of impairment of the amounts due from group undertakings. Factors taken into consideration in reaching such a decision include a review of the net assets and cash position of each company and also making appropriate enquiry of the directors of that entity. |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
3. | ACCOUNTING POLICIES - continued |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable and represents the amount receivable for goods and services, excluding discounts, rebates, value added tax and other sales taxes. |
Turnover is recognised when the amount of revenue can be measured reliably, when it is probable that future economic benefits will flow to the entity and when specific criteria have been met. |
Turnover represents amounts receivable for the provision of the Group's principal activity wholly undertaken in the United Kingdom. |
Sale of goods |
Revenue from sales to the service operators is recognised on delivery to the store and restaurants. |
Sale of services |
Revenue arising for store and restaurant services is recognised over the period the service relates to. |
Royalties |
Royalty income is based on store and restaurant sales made by the service operators, these are recognised as the income is earned. |
Goodwill |
| Goodwill arises on business acquisitions and represents the excess of the cost of the acquisition over the Group's interest in the net amount of the identifiable assets, liabilities and contingent liabilities of the acquired business in 2014 and further acquisitions in 2015, 2016, 2017 and 2022. |
| Goodwill recognised at acquisition is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis over its useful life of 10 years. |
| Goodwill amortisation is included in administrative expenses in the Statement of Comprehensive Income. |
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. |
| Franchise fees are being amortised evenly over their estimate useful life of 10 years. |
| Intangible asset amortisation is included in administrative expenses in the Statement of Comprehensive Income. |
Tangible fixed assets |
| Tangible fixed assets are initially measured at cost and subsequently measured at cost net of depreciation and any impairment losses. Depreciation of a tangible fixed assets begins when it is in the location and condition necessary available for the use intended. |
| Tangible fixed asset depreciation is included in administrative expenses in the Statement of Comprehensive Income. |
| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life. |
| Long leasehold | - | 10% on cost |
| Leasehold improvements | - | 10% on reducing balance |
| Plant and machinery | - | 25% on reducing balance and 20% on reducing balance |
| Motor vehicles | - | 25% on reducing balance |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
3. | ACCOUNTING POLICIES - continued |
Financial instruments |
| The Group only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares. |
| Debt instruments like loans and other accounts receivable and payable are initially measured at present value of the future payments and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. |
Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, 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 statement of financial position date. |
Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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. |
Pension costs and other post-retirement benefits |
| The Group operates a defined contribution pension scheme. Company contributions payable to the company's pension scheme are charged to the Statement of Comprehensive Income in the period to which they relate. |
Leasing commitments and lease premiums |
Rentals payable under operating leases are charged to the Statement of Comprehensive Income on a straight line basis over the term of the lease. |
Lease premiums incurred are carried forward and released to the Statement of Comprehensive Income on a straight line basis over the term of lease. |
Impairment of non-financial assets |
At each reporting date non-financial assets not carried at fair value, like intangible assets and plant, property and equipment, are reviewed to determine whether there is an indication that an asset may be impaired. If there is an indication of possible impairment, the recoverable amount of any asset or group of related assets, which is the higher of value in use and the fair value less cost to sell, is estimated and compared with its carrying amount. If the recoverable amount is lower, the carrying amount of the asset is reduced to its recoverable amount and an impairment loss is recognised immediately in profit or loss. |
If an impairment loss is subsequently reversed, the carrying amount of the asset or group of related assets is increased to the revised estimate of its recoverable amount, but not to exceed the amount that would have been determined had no impairment loss been recognised for the asset or group of related assets in prior periods. A reversal of an impairment loss is recognised immediately in profit or loss. |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
3. | ACCOUNTING POLICIES - continued |
Dividends |
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by shareholders at an annual general meeting. Dividends on shares recognised as liabilities are recognised as expenses and classified within interest payable. |
Provisions |
Provisions are recognised when the company has a legal or constructive obligation at the reporting date as a result of a past event, it is probable that the company will be required to settle the obligation and the amount of the obligation can be reliably estimated. |
Provisions are recognised at the best estimate of the amount required to settle the obligation at the reporting date. |
4. | TURNOVER |
The turnover and profit (2023 - loss) before taxation are attributable to the one principal activity of the Group. |
An analysis of turnover by class of business is given below: |
2024 | 2023 |
£ | £ |
Sale of goods | 85,955,214 | 80,946,760 |
Sale of services | 53,134,318 | 45,004,268 |
Royalties | 53,240,110 | 42,993,405 |
192,329,642 | 168,944,433 |
The turnover and loss before taxation are attributable to the principal activity wholly undertaken in the United Kingdom. |
5. | OTHER OPERATING INCOME |
2024 | 2023 |
£ | £ |
Rents received | 56,700 | 72,725 |
Sundry receipts | - | 28,400 |
Management charges | 617,758 | 805,682 |
674,458 | 906,807 |
6. | EMPLOYEES AND DIRECTORS |
2024 | 2023 |
£ | £ |
Wages and salaries | 23,861,714 | 20,721,668 |
Social security costs | 3,095,983 | 1,907,839 |
Other pension costs | 288,056 | 259,740 |
27,245,753 | 22,889,247 |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
6. | EMPLOYEES AND DIRECTORS - continued |
The average number of employees during the year was as follows: |
2024 | 2023 |
Directors | 2 | 2 |
Administration | 2 | 2 |
Operational | 678 | 536 |
2024 | 2023 |
£ | £ |
Directors' remuneration | 2,953,340 | 3,864,981 |
Directors' pension contributions to money purchase schemes | 23,191 | - |
The number of directors to whom retirement benefits were accruing was as follows: |
Money purchase schemes | 2 | 2 |
Information regarding the highest paid director is as follows: |
2024 | 2023 |
£ | £ |
Emoluments etc | 2,461,834 | 3,439,904 |
7. | OPERATING PROFIT/(LOSS) |
The operating profit (2023 - operating loss) is stated after charging/(crediting): |
2024 | 2023 |
£ | £ |
Depreciation - owned assets | 4,058,934 | 3,138,136 |
Profit on disposal of fixed assets | - | (3,342 | ) |
Goodwill amortisation | 21,335,383 | 21,335,383 |
Patents and licences amortisation | 32,646 | 32,647 |
Operating lease rentals | 7,421,630 | 6,249,320 |
Other operating leases | 114,455 | 101,685 |
8. | AUDITORS' REMUNERATION |
2024 | 2023 |
£ | £ |
Fees payable to company's auditors and their associates for: |
- Audit of the Group's financial statements | 59,400 | 53,100 |
- Audit of the Company's financial statements | 6,600 | 5,900 |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
9. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2024 | 2023 |
£ | £ |
Other interest payable | 11,743 | 247,388 |
Loan interest | 136,986 | 144,125 |
148,729 | 391,513 |
10. | TAXATION |
Analysis of the tax charge/(credit) |
The tax charge/(credit) on the profit for the year was as follows: |
2024 | 2023 |
£ | £ |
Current tax: |
UK corporation tax | 305,520 | - |
Tax over provision | - | (77,687 | ) |
Tax on profit/(loss) | 305,520 | (77,687 | ) |
UK corporation tax has been charged at 25 % (2023 - 19 %). |
Reconciliation of total tax charge/(credit) 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: |
2024 | 2023 |
£ | £ |
Profit/(loss) before tax | 4,596,216 | (3,329,219 | ) |
Profit/(loss) multiplied by the standard rate of corporation tax in the UK of 25 % (2023 - 19 %) | 1,149,054 | (632,552 | ) |
Effects of: |
Expenses not deductible for tax purposes | 63,963 | 29,607 |
Capital allowances in excess of depreciation | (1,168,351 | ) | (482,776 | ) |
Utilisation of tax losses | (938,542 | ) | (105,555 | ) |
Adjustments to tax charge in respect of previous periods | - | (77,687 | ) |
Amortisation of Goodwill | 1,288,381 | 979,170 |
Remediation relief | (40,943 | ) | (12,405 | ) |
Timing of accruals tax treatment | 26,910 | 38,800 |
Structural buildings allowance | (26,623 | ) | (13,299 | ) |
Adjustment of capital expenditure | (50,617 | ) | (34,946 | ) |
Losses carried forward | 2,288 | 233,956 |
Total tax charge/(credit) | 305,520 | (77,687 | ) |
The Group has tax losses of approximately £0.82m (2023: £4.6m) to carry forward subject to the approval of HMRC. |
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. Due to uncertainty concerning the recoverability of the tax losses carried forward, no deferred tax asset has been recognised. |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
11. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Statement of Comprehensive Income of the parent company is not presented as part of these financial statements. |
12. | DIVIDENDS |
2024 | 2023 |
£ | £ |
Ordinary shares of £1 each |
Interim | 3,030,000 | 28,000,000 |
13. | INTANGIBLE FIXED ASSETS |
Group |
Patents |
and |
Goodwill | licences | Totals |
£ | £ | £ |
COST |
At 1 April 2023 |
and 31 March 2024 | 213,353,843 | 326,462 | 213,680,305 |
AMORTISATION |
At 1 April 2023 | 165,456,052 | 223,649 | 165,679,701 |
Amortisation for year | 21,335,383 | 32,646 | 21,368,029 |
At 31 March 2024 | 186,791,435 | 256,295 | 187,047,730 |
NET BOOK VALUE |
At 31 March 2024 | 26,562,408 | 70,167 | 26,632,575 |
At 31 March 2023 | 47,897,791 | 102,813 | 48,000,604 |
Goodwill relates to the acquisition of the trade and assets within the subsidiaries. |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
14. | TANGIBLE FIXED ASSETS |
Group |
Improvements |
Long | to | Plant and | Motor |
leasehold | property | machinery | vehicles | Totals |
£ | £ | £ | £ | £ |
COST |
At 1 April 2023 | 8,500 | 23,131,094 | 24,560,511 | 94,775 | 47,794,880 |
Additions | - | 6,229,516 | 4,586,507 | 16,750 | 10,832,773 |
At 31 March 2024 | 8,500 | 29,360,610 | 29,147,018 | 111,525 | 58,627,653 |
DEPRECIATION |
At 1 April 2023 | 5,879 | 9,048,497 | 18,054,671 | 23,694 | 27,132,741 |
Charge for year | 850 | 1,784,636 | 2,251,489 | 21,959 | 4,058,934 |
At 31 March 2024 | 6,729 | 10,833,133 | 20,306,160 | 45,653 | 31,191,675 |
NET BOOK VALUE |
At 31 March 2024 | 1,771 | 18,527,477 | 8,840,858 | 65,872 | 27,435,978 |
At 31 March 2023 | 2,621 | 14,082,597 | 6,505,840 | 71,081 | 20,662,139 |
15. | FIXED ASSET INVESTMENTS |
Company |
Other |
investments |
£ |
COST |
At 1 April 2023 |
and 31 March 2024 |
NET BOOK VALUE |
At 31 March 2024 |
At 31 March 2023 |
The Group or the Company's investments at the Statement of Financial Position date in the share capital of companies include the following: |
Subsidiaries |
Registered office: Fortune House, Crabtree Office Village, Eversley Way, Egham, Surrey, TW20 8RY |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Westwood, 27 Oaken Lanes, Codsall, Wolverhampton, Wv8 2AH |
Nature of business: |
% |
Class of shares: | holding |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
15. | FIXED ASSET INVESTMENTS - continued |
Registered office: Kingfisher House, No.11, Hoffmanns Way, Chelmsford, Essex, CM1 1GU |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Fortune House, Crabtree Office Village, Eversley Way, Egham, Surrey, TW20 8RY |
Nature of business: |
% |
Class of shares: | holding |
16. | DEBTORS |
Group | Company |
2024 | 2023 | 2024 | 2023 |
£ | £ | £ | £ |
Amounts falling due within one year: |
Trade debtors | 29,948 | 12,471 |
Amounts owed by group undertakings | - | - |
Amounts owed by related parties | 11,193,408 | 5,501,264 | - | - |
Other debtors | 1,342,148 | 676,037 |
Directors' current accounts | - | 168,234 | - | - |
Tax | 1,044,480 | - |
Accrued income | 190,500 | - |
Prepayments | 358,572 | 410,464 |
14,159,056 | 6,768,470 |
Amounts falling due after more than one | year: |
Other debtors | 71,250 | 71,250 |
Prepayments | 1,898,902 | 817,256 | - | - |
1,970,152 | 888,506 |
Aggregate amounts | 16,129,208 | 7,656,976 |
17. | CASH AT BANK AND IN HAND |
Group | Company |
2024 | 2023 | 2024 | 2023 |
£ | £ | £ | £ |
Bank account | 11,667,830 | 9,365,557 | 8,778 | 9,363 |
Cash in hand | 25,000 | 21,500 |
11,692,830 | 9,387,057 | 8,778 | 9,363 |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
18. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2024 | 2023 | 2024 | 2023 |
£ | £ | £ | £ |
Other loans (see note 20) | 2,187,050 | - |
Trade creditors | 6,271,922 | 5,075,920 |
Amounts owed to related parties | 1,942,193 | 9,080,197 | 63,961 | - |
Social security and other taxes | 1,229,648 | 414,054 |
Net wages payable | 1,460,109 | - | - | - |
VAT | 2,205,946 | 623,782 | - | - |
Other creditors | 609,738 | 415,890 |
Accrued expenses | 658,796 | 4,681,153 |
16,565,402 | 20,290,996 |
19. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group | Company |
2024 | 2023 | 2024 | 2023 |
£ | £ | £ | £ |
Other loans (see note 20) | - | 2,187,050 |
Other creditors | 1,036,640 | 707,832 |
Other creditors | 668,591 | 161,636 | - | - |
1,705,231 | 3,056,518 |
20. | LOANS |
An analysis of the maturity of loans is given below: |
Group | Company |
2024 | 2023 | 2024 | 2023 |
£ | £ | £ | £ |
Amounts falling due within one year or on | demand: |
Other loans | 2,187,050 | - |
Amounts falling due between one and | two years: |
Other loans - 1-2 years | - | 2,187,050 | - |
Other loans bear interest at 8% above the bank of England base rate, and are repayable in full, 10 years from the date of the advance. The repayment date being September 2024. Amounts due as other loans are payable to related parties as detailed within note 28. |
Other loans are unsecured. |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
21. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Non-cancellable | operating leases |
2024 | 2023 |
£ | £ |
Within one year | 5,873,497 | 4,812,516 |
Between one and five years | 18,641,889 | 14,998,151 |
In more than five years | 15,061,112 | 11,388,514 |
39,576,498 | 31,199,181 |
22. | SECURED DEBTS |
A debenture dated 27 June 2018 was held by Lloyds Bank PLC. The security includes a fixed and floating charge over all freehold, leasehold or immovable property of the Group. |
23. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Ordinary | £1 | 101,000 | 101,000 |
| Each share is entitled to one vote in any circumstance. Each share has equal rights to dividends and each share is entitled to participate in a distribution arising from a wind up of the company. |
24. | RESERVES |
Group |
Retained | Share |
earnings | premium | Totals |
£ | £ | £ |
At 1 April 2023 | (69,849,372 | ) | 132,107,634 | 62,258,262 |
Profit for the year | 4,290,696 | - | 4,290,696 |
Dividends | (3,030,000 | ) | - | (3,030,000 | ) |
At 31 March 2024 | (68,588,676 | ) | 132,107,634 | 63,518,958 |
Called up share capital - represents the nominal value of shares that have been issued. |
Retained earnings - includes all current retained profits and losses. |
Share premium - includes any premiums received on issue of share capital. |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
25. | PENSION COMMITMENTS |
The Group operates a defined contribution pension scheme. The assets of the scheme are held separate from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund. Contributions payable to the fund at the year end by the Group and included in other creditors are £124,274 (2023: £37,801). |
2024 | 2023 |
£ | £ |
Contributions payable by the Group for the year | 288,057 | 259,559 |
26. | OTHER FINANCIAL COMMITMENTS |
At the balance sheet date, the group had in place commercial indemnity and trade guarantees in total of £4,735,987 (2023: £5,457,787). |
27. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
Included within other debtors at the balance sheet date is an amount of £nil (2023: £168,234) due from the directors of the Group. |
28. | RELATED PARTY DISCLOSURES |
Companies with common directors |
Group | Company |
2024 | 2023 | 2024 | 2023 |
£ | £ | £ | £ |
Sales to a related party | 192,329,643 | 168,944,433 | - | - |
Management charge to a related party | 617,758 | 805,682 | - | - |
Costs recharges to a related party | 672,663 | 783,445 | - | - |
Administrative costs from a related party | 101,229 | - | - | - |
Amounts owed by related parties | 7,193,407 | 5,501,263 | - | - |
Amounts owed to related parties | (1,720,912) | (9,080,197) | - | - |
The amounts shown above concern transactions with other companies in which Mr S Kandola and Mr G Dhaliwal are directors with a controlling interest. |
GDSK LIMITED (REGISTERED NUMBER: 08966428) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MARCH 2024 |
RELATED PARTY DISCLOSURES - continued |
Spinnaker Investment Management Limited |
Group | Company |
2024 | 2023 | 2024 | 2023 |
£ | £ | £ | £ |
Rent charged by a related party | 100,000 | 100,000 | - | - |
Loan interest from a related party | 92,302 | 92,301 | 29,701 | 29,700 |
Loans owed to related party | (1,953,285) | (1,953,285) | (990,016 | ) | (990,016 | ) |
Amount owed to related party | (214,603) | (122,301) | (59,401 | ) | (29,700 | ) |
Total amount owed to related party | (2,167,888) | (2,075,586) | (1,049,417 | ) | (1,019,716 | ) |
Spinnaker Investment Management Limited is a company in which S Kandola is a director. The Group and Company incurs interest payable under a loan finance arrangement. In addition the Group rents property from Spinnaker Investment Management Limited. |
Wentworth Investment Management Limited |
Group | Company |
2024 | 2023 | 2024 | 2023 |
£ | £ | £ | £ |
Loan interest from a related party | 3,340 | 3,340 | 2,279 | 2,280 |
Loans owed to related party | (233,765) | (233,765) | (75,994 | ) | (75,994 | ) |
Amount owed to related party | (6,680) | (3,340) | (4,559 | ) | (2,280 | ) |
Total amount owed to related party | (240,445) | (237,105) | (80,553 | ) | (78,274 | ) |
The Group and Company incurs interest payable under a loan finance arrangement. Wentworth Investment Management Limited is a company in which G Dhaliwal is a director. |
Other related parties |
During the year the subsidiary DPSK Limited paid an amount of £4,000,000 on behalf of various related party companies in which Mr S Kandola and Mr G Dhaliwal are directors with a controlling interest. |
At the balance sheet date an amount of £4,000,000 is included within amounts owed by related parties. |
29. | ULTIMATE CONTROLLING PARTY |
The ultimate controlling party is S S Kandola. |