Company registration number 10687229 (England and Wales)
AMALGAMATED HOLDINGS WILKINSON LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2025
AMALGAMATED HOLDINGS WILKINSON LIMITED
COMPANY INFORMATION
Directors
J C Griffin
L J Wilkinson
Company number
10687229
Registered office
14 Park Row
Nottingham
NG1 6GR
Auditor
UHY Hacker Young
14 Park Row
Nottingham
NG1 6GR
Bankers
Handelsbanken
The Point, Welbeck Rd
West Bridgford
Nottingham
NG2 7QW
AMALGAMATED HOLDINGS WILKINSON LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of cash flows
10
Notes to the financial statements
11 - 26
AMALGAMATED HOLDINGS WILKINSON LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 JANUARY 2025
- 1 -
The directors present the strategic report for the period from 1 July 2024 to 31 January 2025.
Review of the business
Amalgamated Holdings Wilkinson Limited (“AHWL”) was created to be the management vehicle for the Wilkinson family to develop and manage a diversified portfolio of business investments. Previously our largest investment was a 99.7% holding of Wilkinson Hardware Stores Limited (WHSL, the holding company for Wilko). As previously reported the business went into Administration in August 2023.
The business plan for AHWL going forward is focused on several areas:
Principal risks and uncertainties
Principal risks and uncertainties
We mitigate these risks by:
Appointing excellent advisers and taking soundings from others.
Using a diversified investment strategy.
Not being reliant on bank funding as we could, if needed, repay the loans using the quoted investments.
Using a mix of fixed and floating interest rates.
Minimising overheads.
J C Griffin
Director
7 June 2025
AMALGAMATED HOLDINGS WILKINSON LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 JANUARY 2025
- 2 -
The directors present their annual report and financial statements for the period from 1 July 2024 to 31 January 2025.
Principal activities
The principal activity of the company is that of a management company, building and managing a range of investments.
Results and dividends
The results for the period are set out on page 8.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
No preference dividends were paid.
Directors
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
J C Griffin
L J Wilkinson
Consolidated financial statements
As noted in the strategic report, the subsidiary Wilkinson Hardware Stores Limited was placed into Administration within the prior period. Unfortunately, the Administrators were unable to achieve an outcome where Wilko continued as a going concern.
As discussed in the financial statements for the previous period, the Directors are unable to access the records to complete the Wilko accounts that should be consolidated into comparative figures in these financial statements for that short period. This is not a conclusion the directors reached lightly and efforts were made to reach a position where consolidated accounts could be prepared and audited.
Energy and carbon report
As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
AMALGAMATED HOLDINGS WILKINSON LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
- 3 -
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 company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
On behalf of the board
J C Griffin
Director
7 June 2025
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AMALGAMATED HOLDINGS WILKINSON LIMITED
- 4 -
We have audited the financial statements of Amalgamated Holdings Wilkinson Limited (the 'company') for the period ended 31 January 2025 which comprise the statement of comprehensive income, the balance sheet, the 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, except for the effects of the matter described in the basis for qualified opinion section of our report, the company financial statements:
give a true and fair view of the state of the company’s affairs as at 31 January 2025 and of the company’s profit for the period then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for qualified opinion
As explained in note 1, the company failed to consolidate subsidiaries in the prior period because it was not able to obtain access to the financial information of components following the administration of Wilkinson Hardware Stores Limited Group in August 2023. This is a departure from the requirements of FRS 102 and the Companies Act 2006. The company should have consolidated the subsidiaries, however the financial statements for the prior period have been prepared on a company only basis. Had Wilkinson Hardware Stores Limited Group had been consolidated in the prior period, many elements in the accompanying financial statements would have been materially affected, but this has not been determined. This applies only to the results of the prior period and would have only affected one month's performance prior to the administration of Wilkinson Hardware Stores Limited Group in August 2023.
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 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 qualified opinion on the company financial statements relating to the prior period.
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AMALGAMATED HOLDINGS WILKINSON LIMITED (CONTINUED)
- 5 -
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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.
As described in the basis for qualified opinion section of our report, the prior period's consolidated financial statements have not been prepared. We have concluded that the other information for the prior period is materially misstated for the same reason with respect to the amounts or other items in the annual report affected by the failure to prepare consolidated financial statements for the prior period.
Opinions on other matters prescribed by the Companies Act 2006
Except for the matter described in the basis for qualified opinion section of our report, 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 directors’ report has been prepared in accordance with applicable legal requirements.
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AMALGAMATED HOLDINGS WILKINSON LIMITED (CONTINUED)
- 6 -
Matters on which we are required to report by exception
Except for the matter described in the basis for qualified opinion section of our report, 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 directors’ report has been prepared in accordance with applicable legal requirements.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
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.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below:
Based on our understanding of the entity as the management vehicle for the Wilkinson family, we identified that the principal risks of non-compliance with laws and regulations related to the acts by the entity, which were contrary to applicable laws and regulations including fraud, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to overstated unlisted investments and investment properties not being held at fair value.
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AMALGAMATED HOLDINGS WILKINSON LIMITED (CONTINUED)
- 7 -
Audit procedures performed included, but were not limited to:
evaluating whether journals posted gave indications of bias by the Directors, that represented a risk of material misstatement due to fraud;
testing of listed and unlisted investments by agreeing management's valuations to third party documentation;
reviewed legal documentation and correspondence for evidence of any undisclosed provisions;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud, particularly in relation to the investment properties held;
making enquiries of management on whether they had knowledge of any actual, suspected or alleged fraud;
gaining an understanding of the internal controls in place through performing walkthrough procedures; and
reading the minutes of meetings of those charged with governance.
There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
A further description of our responsibilities 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.
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.
Andrew Timms
Senior Statutory Auditor
For and on behalf of UHY Hacker Young
9 June 2025
Chartered Accountants
Statutory Auditor
AMALGAMATED HOLDINGS WILKINSON LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 JANUARY 2025
- 8 -
Period
Period
ended
ended
31 January
30 June
2025
2024
Notes
£
£
Turnover
3
307,823
437,652
Cost of sales
(37,143)
(99,163)
Gross profit
270,680
338,489
Administrative expenses
(209,008)
(431,086)
Fair value movement on investment properties
(951,665)
(78,136)
Fair value movements on fixed asset investments
430,318
921,504
Operating (loss)/profit
4
(459,675)
750,771
Interest receivable and similar income
8
7,677
9,273
Interest payable and similar expenses
9
(124,285)
(218,199)
(Loss)/profit before taxation
(576,283)
541,845
Tax on (loss)/profit
11
37,835
(161,718)
(Loss)/profit for the financial period
(538,448)
380,127
Other comprehensive income
-
-
Total comprehensive (loss)/income for the period
(538,448)
380,127
The profit and loss account has been prepared on the basis that all operations are continuing operations.
AMALGAMATED HOLDINGS WILKINSON LIMITED
BALANCE SHEET
AS AT 31 JANUARY 2025
31 January 2025
- 9 -
31 January 2025
30 June 2024
Notes
£
£
£
£
Fixed assets
Investment property
12
7,346,561
8,298,226
Investments
13
8,986,813
8,791,831
16,333,374
17,090,057
Current assets
Debtors
15
163,076
192,014
Cash at bank and in hand
784,061
636,132
947,137
828,146
Creditors: amounts falling due within one year
16
(1,219,282)
(1,163,402)
Net current liabilities
(272,145)
(335,256)
Total assets less current liabilities
16,061,229
16,754,801
Creditors: amounts falling due after more than one year
17
(3,933,173)
(4,050,462)
Provisions for liabilities
Deferred tax liability
19
(294,832)
(332,667)
(294,832)
(332,667)
Net assets
11,833,224
12,371,672
Capital and reserves
Called up share capital
21
5,145,607
5,145,607
Profit and loss reserves
6,687,617
7,226,065
Total equity
11,833,224
12,371,672
The financial statements were approved by the board of directors and authorised for issue on 7 June 2025 and are signed on its behalf by:
J C Griffin
Director
Company registration number 10687229 (England and Wales)
AMALGAMATED HOLDINGS WILKINSON LIMITED
STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 JANUARY 2025
- 10 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
24
159,257
(209,106)
Interest paid
(118,631)
(219,439)
Net cash inflow/(outflow) from operating activities
40,626
(428,545)
Investing activities
Investment property additions
-
(90,654)
Purchase of investments
(280,510)
(283,765)
Proceeds from disposal of investments
515,849
800,813
Interest received
7,677
9,273
Net cash generated from investing activities
243,016
435,667
Financing activities
Repayment of bank loans
(135,711)
(245,324)
Net cash used in financing activities
(135,711)
(245,324)
Net increase/(decrease) in cash and cash equivalents
147,931
(238,202)
Cash and cash equivalents at beginning of period
636,132
874,334
Cash and cash equivalents at end of period
784,061
636,132
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 JANUARY 2025
- 11 -
1
Accounting policies
Company information
Amalgamated Holdings Wilkinson Limited is a private company limited by shares incorporated in England and Wales. The registered office is 14 Park Row, Nottingham, NG1 6GR.
1.1
Reporting period
The reporting period for the company has been changed and the financial statements are presented for a period from 1 July 2024 to 31 January 2025. Comparative amounts presented in the financial statements (including the related notes) are from 16 July 2023 to 30 June 2024.
1.2
Accounting convention
These financial statements show the financial results and position of AHWL company only.
As noted in the strategic report, Wilkinson Hardware Stores Limited was placed into Administration on 10 August 2023. Following the Administration, the Directors have been unable to access the records to complete the Wilko consolidated financial statements and as such, have not been able to prepare consolidated financial statements for AHWL for the prior period.
This is not a conclusion the directors reached lightly. Acknowledging their duties to prepare consolidated financial statements under Companies Act 2006, they communicated with Wilko team members, the Administrators and took legal advice to try and reach a position where consolidated financial statements could be prepared and audited, but ultimately concluded it was not possible.
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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.3
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the company 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.true
1.4
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.
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
1
Accounting policies
(Continued)
- 12 -
Revenue comes from two main streams, being rental income and management fees.
Rental income is invoiced each month or quarter and recognised uniformly over the length of the lease.
Revenue from management fees are those which are recharged to other related parties. AHWL undertakes the administrative tasks of processing and paying of these invoices. Costs are recharged on a monthly basis at a mark up and settled within 30 days. The amount recognised within revenue is the mark up with AHWL acting as an agent.
1.5
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.
1.6
Fixed asset investments
Interests in listed and unlisted investments are initially measured at transaction price excluding transaction costs, and are subsequently measured at fair value at each reporting date. Changes in fair value are recognised in profit or loss. Transaction costs are expensed to profit or loss as incurred.
Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses (or reversals of impairment losses) are recognised immediately in the profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.7
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.
1.8
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
1
Accounting policies
(Continued)
- 13 -
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.
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 company 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 company after deducting all of its liabilities.
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
1
Accounting policies
(Continued)
- 14 -
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.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.9
Equity instruments
Equity instruments issued by the company 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 company. Preference shares are recognized in accordance with section 22 of FRS 102.A, as the preference shares are irredeemable they are classified as equity.
1.10
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
1
Accounting policies
(Continued)
- 15 -
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 when the company has 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.
1.11
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.
1.12
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
2
Judgements and key sources of estimation uncertainty
In the application of the company’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.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Unlisted investments
Unlisted investments have a higher level of risk because of limited available information and an active market compared to listed investments. Unlisted investments are recognised at fair value if the fair value can be measured reliably, otherwise unlisted investments are held at cost less impairment. The directors exercise judgement when conducting impairment reviews of the unlisted investments held.
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
2
Judgements and key sources of estimation uncertainty
(Continued)
- 16 -
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Investment properties
The key area of estimation uncertainty made by the directors is the valuation of investment property which is held at £7,346,561 at 31 January 2025.
The underlying assumptions supporting the investment properties valuation 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.
3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Rental income
268,300
379,194
Management fees
39,523
58,458
307,823
437,652
2025
2024
£
£
Other revenue
Interest income
7,677
9,273
Turnover comprises rental income and management fees arising in the UK.
4
Operating (loss)/profit
2025
2024
Operating (loss)/profit for the period is stated after charging/(crediting):
£
£
Fair value loss- property
951,665
78,136
Fair value loss (gain)- investments
(506,445)
(1,205,310)
Impairment - investments
76,127
283,806
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
- 17 -
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
17,000
19,000
6
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2025
2024
Number
Number
3
3
Their aggregate remuneration comprised:
2025
2024
£
£
Wages and salaries
87,879
193,578
Social security costs
10,635
15,666
Pension costs
4,394
8,129
102,908
217,373
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
60,317
117,866
8
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
7,677
9,273
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
8
Interest receivable and similar income
(Continued)
- 18 -
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
7,677
9,273
9
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
124,285
218,199
10
Fair value adjustments
2025
2024
£
£
Fair value gains/(losses) on financial instruments
Amounts written back to fair value through profit or loss
430,318
921,504
Other gains/(losses)
Changes in the fair value of investment properties
(951,665)
(78,136)
(521,347)
843,368
11
Taxation
2025
2024
£
£
Deferred tax
Origination and reversal of timing differences
(37,835)
161,718
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
11
Taxation
(Continued)
- 19 -
The actual (credit)/charge for the period can be reconciled to the expected (credit)/charge for the period based on the profit or loss and the standard rate of tax as follows:
2025
2024
£
£
(Loss)/profit before taxation
(576,283)
541,845
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
(144,071)
135,461
Tax effect of expenses that are not deductible in determining taxable profit
242,555
114,188
Tax effect of income not taxable in determining taxable profit
(213,019)
(293,981)
Gains not taxable
(162,604)
219,648
Deferred tax adjustments in respect of prior years
(1,739)
(13,598)
Fixed asset differences
3,129
Movement in deferred tax not recognised
237,914
Taxation (credit)/charge for the period
(37,835)
161,718
12
Investment property
2025
£
Fair value
At 16 July 2023
8,285,708
Additions
90,654
Net gains or losses through fair value adjustments
(78,136)
At 1 July 2024
8,298,226
Net gains or losses through fair value adjustments
(951,665)
At 31 January 2025
7,346,561
The 2025 valuations were made by the directors, on an open market value for existing use basis. All buildings held are freehold. Should these properties have been valued at historic cost; they would be held at £9,724,362 less accumulated depreciation of £851,919.
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
- 20 -
13
Fixed asset investments
2025
2024
£
£
Listed investments
6,715,085
6,724,487
Unlisted investments
2,271,728
2,067,344
8,986,813
8,791,831
Unlisted investments are held at cost less impairment, where there is considered to be a reliable fair value measure for these investments, they have been revalued by the directors to their fair value. If unlisted investments were held at historic cost, they would be valued at £1,965,925.
Unlisted investments relate to shareholdings in unlisted businesses, none of which exceed 20%, with the exception of Reeltime Apps Limited, with a carrying value of £65,007 which represents 30% of the shares. The registered office is at Hacker Young (Nottingham), 14 Park Row, Nottingham, United Kingdom, NGI 6GR, and the capital and reserves in its latest filed accounts as at 31 January 2024 were £67,318 in deficit.
Listed Investments are held at market value due to their nature, and valued at quoted market prices that are readily available. If listed investments were held at historic cost, they would be valued at £5,408,148.
Movements in fixed asset investments
Investments
Unlisted Investments
Total
£
£
£
Cost or valuation
At 1 July 2024
6,724,487
2,067,344
8,791,831
Additions
-
280,510
280,510
Valuation changes
506,445
(76,127)
430,318
Disposals
(515,849)
-
(515,849)
At 31 January 2025
6,715,083
2,271,727
8,986,810
Carrying amount
At 31 January 2025
6,715,083
2,271,727
8,986,810
At 30 June 2024
6,724,487
2,067,344
8,791,831
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
13
Fixed asset investments
(Continued)
- 21 -
14
Subsidiaries
Details of the company's subsidiaries at 31 January 2025 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Indirect
AHWL Properties Limited
UK
Dormant
Ordinary shares
0
100.00
AHWL Ventures Limited
UK
Dormant
Ordinary shares
0
100.00
15
Debtors
2025
2024
Amounts falling due within one year:
£
£
Other debtors
123,803
157,512
Prepayments and accrued income
39,273
34,502
163,076
192,014
16
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Bank loans
18
235,927
254,349
Trade creditors
46,348
Taxation and social security
16,679
1,370
Other creditors (related parties)
843,294
680,626
Accruals and deferred income
123,382
180,709
1,219,282
1,163,402
17
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Bank loans and overdrafts
18
3,933,173
4,050,462
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
- 22 -
18
Loans and overdrafts
2025
2024
£
£
Bank loans
4,169,100
4,304,811
Payable within one year
235,927
254,349
Payable after one year
3,933,173
4,050,462
The long-term bank loans are secured by fixed charges over the associated property and are repayable between 2-5 years.
19
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
108,073
103,511
Tax losses
(310,351)
(194,520)
Capital gains/(losses)
497,110
423,676
294,832
332,667
2025
Movements in the period:
£
Liability at 1 July 2024
332,667
Credit to profit or loss
(37,835)
Liability at 31 January 2025
294,832
The tax position is to be confirmed.
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
- 23 -
20
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
4,394
8,129
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
21
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of 0.000001p each
560,704,809,665
560,704,809,665
5,607
5,607
2025
2024
2025
2024
Preference share capital
Number
Number
£
£
Issued and fully paid
Preference of £1 each
5,090,000
5,090,000
5,090,000
5,090,000
AHWL Preference of £1 each
50,000
50,000
50,000
50,000
5,140,000
5,140,000
5,140,000
5,140,000
Preference shares classified as equity
5,140,000
5,140,000
Total equity share capital
5,145,607
5,145,607
Ordinary shares carry 1 voting right each, are not entitled to a fixed dividend and in the event of a return on assets, are entitled to an amount equal to 100% of the subscription price after the distribution of preference shares.
Preference shares carry no voting rights, are not entitled to a fixed dividend and in the event of a return on assets, have priority in distribution to an amount equal to 100% of the subscription price.
AHWL preference shares carry no voting rights, are not entitled to a fixed dividend and in the event of a return on assets, have priority in distribution to an amount equal to 100% of the subscription price.
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
- 24 -
22
Operating lease commitments
Lessor
At the reporting end date the company had contracted with tenants for the following minimum lease payments:
2025
2024
£
£
Within one year
485,267
366,779
Between two and five years
1,286,090
1,291,674
In over five years
67,708
104,167
1,839,065
1,762,620
23
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Amalgamated Holdings Wilkinson Limited is owned by a series of trusts, the transactions with these trusts in the period were as follows.
Included within income are the following management fees charged
Sales
Sales
2025
2024
£
£
Wilko Limited
-
4,937
AHW2
94,094
848,924
AHW3
539
1,337
AHW4
-
4,292
JKW1
-
462
JKW85
-
462
SAW1
220
880
SAW3
220
880
95,073
862,174
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
23
Related party transactions
(Continued)
- 25 -
The following amounts were outstanding at the reporting end date:
2025
2024
Balance
Balance
Amounts due from related parties
£
£
AHW1
2,997
2,997
AHW2
70,237
2,997
AHW3
186,000
200,000
AHW4
9,777
9,777
AHW5
2,818
2,818
AHW7
1,674
1,674
JKW1
10,212
10,212
283,715
230,475
Management fees of £750 (2024: £2,733) were charged to a director for services rendered in the period. At the balance sheet date the director was owed £53,926 (2024 £9,776).
Management fees of £36,894 (2024: £53,707) were charged to a close family member of one of the directors of Amalgamated Holdings Wilkinson Limited for services rendered in the period, At the balance sheet date the close family member was owed £499,510 (2024: £441,994).
The balance outstanding at the balance sheet date on the loan provided to ReelTime Apps was £79,993 (2024: £69,993), ReelTime Apps is a company which is under common control. Cost incurred on ReelTime Apps' behalf were £302 (2024: £759).
Costs of £90 (2024: £nil) were incurred on behalf of AHW Ventures Ltd during the period which were not recharged. Costs of £90 (2024: £nil) were incurred on behalf of AHW Properties Ltd during the period which were not recharged. Costs of £220 (2024: £nil) were incurred on behalf of AHW Trustees Ltd during the period which were not recharged.
AMALGAMATED HOLDINGS WILKINSON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 JANUARY 2025
- 26 -
24
Cash generated from/(absorbed by) operations
2025
2024
£
£
(Loss)/profit for the period after tax
(538,448)
380,127
Adjustments for:
Taxation (credited)/charged
(37,835)
161,718
Finance costs
124,285
219,440
Investment income
(7,677)
(9,273)
Fair value loss on investment properties
951,665
78,136
Investment valuation changes and impairment
(430,318)
(921,504)
Movements in working capital:
Decrease in debtors
28,938
24,048
Increase/(decrease) in creditors
68,647
(141,798)
Cash generated from/(absorbed by) operations
159,257
(209,106)
25
Analysis of changes in net debt
1 July 2024
Cash flows
31 January 2025
£
£
£
Cash at bank and in hand
636,132
147,929
784,061
Borrowings excluding overdrafts
(4,304,811)
135,711
(4,169,100)
(3,668,679)
283,640
(3,385,039)
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