Company registration number 15078943 (England and Wales)
CEDAR GROUP HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
CEDAR GROUP HOLDINGS LIMITED
COMPANY INFORMATION
Directors
D A Cronk
A D Cronk
Secretary
D J Smith
Company number
15078943
Registered office
Cedar Lodge
Grange Road
Northway
Tewkesbury
Gloucestershire
United Kingdom
GL20 8HZ
Auditor
Smith Heath
Chartered Certified Accountants
Brent House, 382
Gloucester Road
Cheltenham
Gloucestershire
GL51 7AY
Bankers
Lloyds Bank PLC
Business and Corporate Service Centre
1st Floor Severnside House
St. Mellons Business Park, Fortran Road
Cardiff
United Kingdom
CF3 0EY
CEDAR GROUP HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 6
Group statement of comprehensive income
7
Group balance sheet
8
Company balance sheet
9
Group statement of changes in equity
10
Company statement of changes in equity
11
Group statement of cash flows
12
Notes to the financial statements
13 - 28
CEDAR GROUP HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 1 -
The directors present the strategic report for the year ended 31 March 2024.
Review of the business
We aim to present a balanced and comprehensive review of the development and performance of the company during the year and its position at the year end. Our review is consistent with the size and nature of the company and is written in the context of the risks and uncertainties we face.
Cedar Group Holdings Ltd alongside the main care home trading activity has diversified into property holding, both commercial and residential.
Principal risks and uncertainties
The principal risks faced by the company are set out below:
Regulatory risks – the company operates in a highly regulated business environment regulated by the Care Quality Commission (CQC) and failure to comply with regulations could lead to substantial penalties, including embargo of new residents’ admissions through to the loss of the registration certificates necessary to trade. The company has policies in place to ensure that all staff are aware of the regulations and receive the necessary training to provide the level of care dictated by the CQC and the company has continued to develop its working practices and governance to ensure our services meet all relevant standards.
Inflation risk – future changes in the National Living Wage (“NLW”) will have a significant impact on labour costs for the social care sector. Failure to recover such costs would have a negative impact on the margin. Other drivers of inflation risk include notable areas such as utilities and food. The risk is mitigated by cost control and continued focus on occupancy.
Liquidity risk - The company ensures that it has sufficient available funds for its ongoing operations and future developments.
Cash Flow risk - The company maintains adequate cash balances to ensure that there are no cash flow issues.
Key performance indicators
The company has generated revenue of £7,990,733 and profit before tax of £695,707 for the period. These results reflect a strong performance, which is in line with expectations and largely driven by the rise in occupancy.
Future developments
As a company our aim is to provide the highest standards of person-centred care and we will continue to invest in our people to achieve this. Having the right people and continuing to deliver excellent care and support allows us to drive and improve our occupancy.
On behalf of the board
A D Cronk
Director
11 June 2025
CEDAR GROUP HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -
The directors present their annual report and financial statements for the year ended 31 March 2024.
Principal activities
The principal activities of the company is that of providing residential and nursing care for the elderly together with property investment activities.
Results and dividends
The results for the year are set out on page 7.
Ordinary dividends were paid amounting to £77,550. The directors do not recommend paymnet of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
D A Cronk
A D Cronk
Statement of directors' responsibilities
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, 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 UK 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 group and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
CEDAR GROUP HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 3 -
On behalf of the board
A D Cronk
Director
11 June 2025
CEDAR GROUP HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CEDAR GROUP HOLDINGS LIMITED
- 4 -
Opinion
We have audited the financial statements of Cedar Group Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the group's and the parent company's affairs as at 31 March 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.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and 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. 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 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.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the 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.
CEDAR GROUP HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CEDAR GROUP HOLDINGS LIMITED
- 5 -
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 their 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 directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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 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.
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.
CEDAR GROUP HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CEDAR GROUP HOLDINGS LIMITED
- 6 -
Extent to which the audit was considered 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 and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.
We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.
In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;
Reviewing minutes of meetings of those charged with governance;
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the entity through enquiry and inspection;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Samantha Jane Smith FCCA
For and on behalf of Smith Heath Limited
11 June 2025
Chartered Certified Accountants
Brent House
Statutory Auditor
382 Gloucester Road
Cheltenham
Gloucestershire
GL51 7AY
CEDAR GROUP HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024
- 7 -
2024
2023
Notes
£
£
Turnover
3
7,990,734
6,863,099
Cost of sales
(5,142,158)
(4,945,143)
Gross profit
2,848,576
1,917,956
Administrative expenses
(2,159,715)
(2,036,155)
Other operating income
28,905
178,735
Operating profit
4
717,766
60,536
Interest receivable and similar income
7
51,582
16,078
Fair value gains and losses on investment properties
(17,279)
Profit before taxation
769,348
59,335
Tax on profit
8
(192,637)
(15,461)
Profit for the financial year
576,711
43,874
The profit and loss account has been prepared on the basis that all operations are continuing operations.
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
CEDAR GROUP HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 8 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
11
77,195
124,516
Investment property
12
3,682,000
3,682,000
3,759,195
3,806,516
Current assets
Debtors
13
1,019,403
1,010,954
Cash at bank and in hand
2,921,006
2,195,255
3,940,409
3,206,209
Creditors: amounts falling due within one year
14
(954,536)
(756,060)
Net current assets
2,985,873
2,450,149
Total assets less current liabilities
6,745,068
6,256,665
Provisions for liabilities
Deferred tax liability
15
75,215
85,973
(75,215)
(85,973)
Net assets
6,669,853
6,170,692
Capital and reserves
Called up share capital
17
50,300
50,300
Revaluation reserve
18
468,730
Profit and loss reserves
6,619,553
5,651,662
Total equity
6,669,853
6,170,692
The financial statements were approved by the board of directors and authorised for issue on 11 June 2025 and are signed on its behalf by:
11 June 2025
A D Cronk
Director
Company registration number 15078943 (England and Wales)
CEDAR GROUP HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 MARCH 2024
31 March 2024
- 9 -
2024
Notes
£
£
Fixed assets
Tangible assets
11
33,500
Investment property
12
3,682,000
Investments
50,300
3,765,800
Current assets
Debtors
13
44,792
Cash at bank and in hand
2,683,709
2,728,501
Creditors: amounts falling due within one year
14
(34,343)
Net current assets
2,694,158
Total assets less current liabilities
6,459,958
Provisions for liabilities
Deferred tax liability
15
71,995
(71,995)
Net assets
6,387,963
Capital and reserves
Called up share capital
17
50,300
Profit and loss reserves
6,337,663
Total equity
6,387,963
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £6,393,513 (2023 - £0 profit).
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 11 June 2025 and are signed on its behalf by:
11 June 2025
A D Cronk
Director
Company registration number 15078943 (England and Wales)
CEDAR GROUP HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 10 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 31 March 2023
50,300
468,730
5,651,662
6,170,692
Year ended 31 March 2024:
Profit and total comprehensive income
-
-
576,711
576,711
Dividends
9
-
-
(77,550)
(77,550)
Release on transfer of property
-
(468,730)
468,730
-
Balance at 31 March 2024
50,300
6,619,553
6,669,853
Total comprehensive for the year is all attributable to owners of the parent company.
CEDAR GROUP HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 11 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 31 March 2023
-
-
Year ended 31 March 2024:
Profit and total comprehensive income
-
6,393,513
6,393,513
Share capital issued
17
50,300
-
50,300
Dividends
9
-
(55,850)
(55,850)
Balance at 31 March 2024
50,300
6,337,663
6,387,963
CEDAR GROUP HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2024
- 12 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
24
830,460
(128,257)
Income taxes paid
(32,028)
(75,460)
Net cash inflow/(outflow) from operating activities
798,432
(203,717)
Investing activities
Purchase of tangible fixed assets
(17,463)
(37,929)
Repayment of loans
(29,250)
(29,718)
Interest received
51,582
16,078
Net cash generated from/(used in) investing activities
4,869
(51,569)
Financing activities
Dividends paid to equity shareholders
(77,550)
(73,400)
Net cash used in financing activities
(77,550)
(73,400)
Net increase/(decrease) in cash and cash equivalents
725,751
(328,686)
Cash and cash equivalents at beginning of year
2,195,255
2,523,941
Cash and cash equivalents at end of year
2,921,006
2,195,255
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 13 -
1
Accounting policies
Company information
Cedar Group Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Cedar Lodge, Grange Road, Northway, Tewkesbury, Gloucestershire, United Kingdom, GL20 8HZ.
The group consists of Cedar Group Holdings Limited and all of its subsidiaries.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, with the exception of investments properties which are included at fair value. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
1.2
Business combinations
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.
Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 14 -
1.3
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Cedar Group Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
In November 2023, following a share purchase agreement, Cedar Group Holdings Limited was introduced as the new parent company for the C.T.C.H Limited.
The introduction of this new holding company as the parent for the Group constitutes a Group reconstruction and these transitions have been accounted for using merger accounting principles. Therefore, although the Group reconstruction did not become effective until November 2023, the consolidated financial statements of Cedar Group Holdings Limited are presented as if the Group had existed in this format in both years and had always been part of the same Group. Accordingly, the results of the Group for the entire year ended 31 March 2024 are shown in the consolidated income statement and the comparative figures for the year ended 31 March 2023 are also prepared on this basis.
All financial statements are made up to 31 March 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
1.4
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.5
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 15 -
1.6
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 20 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.7
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Freehold land and buildings
Over 50 years
Fixtures and fittings
20%-33% straight line
Motor vehicles
25% straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
1.8
Investment property
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
1.9
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 16 -
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.10
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.
1.11
Financial instruments
The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 17 -
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
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 group after deducting all of its liabilities.
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 rate method.
Trade creditors are obligations to pay for goods or 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.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
1.12
Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
1.13
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 18 -
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.14
Provisions
Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
1.15
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.16
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.17
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 19 -
1.18
Government grants
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
Government grants relating to turnover are recognised as income over the periods when the related costs are incurred. Grants relating to an asset are recognised in income systematically over the asset's expected useful life. If part of such a grant is deferred it is recognised as deferred income rather than being deducted from the asset's carrying amount.
1.19
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Investment property
Investment properties are reviewed annually for their fair value, and where this valuation materially differs to carrying value, adjustments are made to revalue these assets. This movement is recognised in profit or loss.
3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Residential fees
7,679,919
6,577,196
Rental income
310,815
285,903
7,990,734
6,863,099
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
3
Turnover and other revenue
(Continued)
- 20 -
2024
2023
£
£
Other revenue
Interest income
51,582
16,078
Grants received
-
133,914
Other operating income
28,905
44,821
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Fees payable to company's auditor for audit of financial statements
11,200
11,500
Government grants
-
(133,914)
Depreciation of owned tangible fixed assets
64,784
74,793
5
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Directors
2
2
-
-
Admin
8
8
-
-
Care home
169
160
-
-
Total
179
170
Their aggregate remuneration comprised:
Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
3,716,668
3,353,207
Social security costs
296,598
254,960
-
-
Pension costs
62,972
53,594
4,076,238
3,661,761
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 21 -
6
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
51,265
8,970
Company pension contributions to defined contribution schemes
410
82
51,675
9,052
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2023 - 1).
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
42,974
12,915
Other interest income
8,608
3,163
Total income
51,582
16,078
8
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
203,395
18,188
Deferred tax
Origination and reversal of timing differences
(10,758)
(2,727)
Total tax charge
192,637
15,461
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
8
Taxation
(Continued)
- 22 -
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
769,348
59,335
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.00%)
192,337
11,274
Tax effect of expenses that are not deductible in determining taxable profit
2,129
Depreciation on assets not qualifying for tax allowances
300
Change in rate
2,058
Taxation charge
192,637
15,461
9
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Interim paid
77,550
73,400
The company paid interim dividends of £55,850 (2023: £nil)
10
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 April 2023 and 31 March 2024
1,439,798
Amortisation and impairment
At 1 April 2023 and 31 March 2024
1,439,798
Carrying amount
At 31 March 2024
At 31 March 2023
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 23 -
11
Tangible fixed assets
Group
Freehold land and buildings
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
Cost
At 1 April 2023
60,000
1,101,524
100,374
1,261,898
Additions
13,115
4,348
17,463
Disposals
(27,900)
(27,900)
At 31 March 2024
60,000
1,114,639
76,822
1,251,461
Depreciation and impairment
At 1 April 2023
25,299
1,011,709
100,374
1,137,382
Depreciation charged in the year
1,200
63,404
180
64,784
Eliminated in respect of disposals
(27,900)
(27,900)
At 31 March 2024
26,499
1,075,113
72,654
1,174,266
Carrying amount
At 31 March 2024
33,501
39,526
4,168
77,195
At 31 March 2023
34,701
89,815
124,516
Company
Freehold land and buildings
£
Cost
At 1 April 2023
Transfers
60,000
At 31 March 2024
60,000
Depreciation and impairment
At 1 April 2023
Depreciation charged in the year
1,200
Transfers
25,299
At 31 March 2024
26,499
Carrying amount
At 31 March 2024
33,501
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 24 -
12
Investment property
Group
Company
2024
2024
£
£
Fair value
At 1 April 2023
3,682,000
-
Additions through business combinations
-
3,682,000
At 31 March 2024
3,682,000
3,682,000
The directors reviewed the fair value of the properties as at 31 March 2024.
13
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
433,655
437,098
44,792
Other debtors
252,743
222,274
Prepayments and accrued income
96,255
121,507
782,653
780,879
44,792
-
Amounts falling due after more than one year:
Other debtors
236,750
230,075
Total debtors
1,019,403
1,010,954
44,792
-
14
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
£
£
£
£
Trade creditors
89,412
235,437
1,713
Amounts owed to group undertakings
5,529
Corporation tax payable
213,761
32,011
27,101
Other taxation and social security
143,335
51,443
-
-
Other creditors
96,850
102,098
Accruals and deferred income
411,178
335,071
954,536
756,060
34,343
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 25 -
15
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
2024
2023
Group
£
£
Accelerated capital allowances
3,220
13,978
Revaluations
71,995
71,995
75,215
85,973
Liabilities
Liabilities
2024
2023
Company
£
£
Revaluations
71,995
-
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 April 2023
85,973
-
(Credit)/charge to profit or loss
(10,758)
71,995
Liability at 31 March 2024
75,215
71,995
16
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
62,972
53,594
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 26 -
17
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary "A" shares of £1 each of £1 each
50,000
50,000
50,000
50,000
Ordinary "B" shares of £1 each of £1 each
100
100
100
100
Ordinary "C" shares of £1 each of £1 each
100
100
100
100
Ordinary "D" shares of £1 each of £1 each
100
100
100
100
50,300
50,300
50,300
50,300
Called-up share capital represents the nominal value of shares that have been issued. Ordinary A shares are each entitled to one vote in any circumstances.
All shares rank pari passu to dividend payments or any distribution; and pari passu to participate in a distribution arising from a winding up of the company.
18
Revaluation reserve
Group
Group
2024
2023
£
£
At begining of the year
468,730
-
Prior year adjustment
-
486,009
As restated
468,730
486,009
Fair value adjustment to investments
(17,279)
Release on transfer of property
(468,730)
-
At the end of the year
468,730
19
Operating lease commitments
Lessee
At the reporting end date the group had contracted with tenants for the following minimum lease payments:
Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
-
9,479
-
-
20
Financial commitments, guarantees and contingent liabilities
As at 31 March 2024 the company had no other financial commitments, guarantees or contingent liabilities (2023: £Nil).
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 27 -
21
Related party transactions
Transactions with related parties
During the year the group entered into the following transactions with related parties:
Property Rental
Management Services
2024
2023
2024
2023
£
£
£
£
Group
Entities with control, joint control or significant influence over the company
1,100,580
1,142,640
17,849
19,208
The following amounts were outstanding at the reporting end date:
Amounts due to related parties
2024
2023
£
£
Group
Entities with control, joint control or significant influence over the group
487
2,995
The amounts above relate to the subsidiary undertaking.
These amounts are included within trade creditors at the year end, and are unsecured, interest free and repayable on demand.
No other guarantees have been given or received.
22
Directors' transactions
Advances of £75,729 (2023: £141,342) and repayments of £50,632 (2023: £116,867) were made to and from directors during the period.
As at 31 March 2024, included within other debtors due within one year is £248,647(2023: £217,880) relating to balances due from directors. These balances are unsecured, repayable on demand and interest is charged at the beneficial rate of interest. Interest was accrued and charged on these balances during the year amounting to £5,147 (2023: £3,883).
23
Controlling party
Cedar Group Holdings Limited, a company registered in England and Wales, became the parent company as of 1st October 2024.
Ultimate control of Cedar Group Holdings Limited resides with A D Cronk.
CEDAR GROUP HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 28 -
24
Cash generated from/(absorbed by) group operations
2024
2023
£
£
Profit for the year after tax
503,071
43,874
Adjustments for:
Taxation charged
192,637
15,461
Investment income
(51,582)
(16,078)
Fair value (gain)/loss on investment properties
17,279
Depreciation and impairment of tangible fixed assets
138,424
74,793
Movements in working capital:
Decrease/(increase) in debtors
32,702
(204,298)
Increase/(decrease) in creditors
15,208
(59,288)
Cash generated from/(absorbed by) operations
830,460
(128,257)
25
Analysis of changes in net funds - group
1 April 2023
Cash flows
31 March 2024
£
£
£
Cash at bank and in hand
2,195,255
725,751
2,921,006
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