Company registration number 06342372 (England and Wales)
HARPER & WILLOW LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
HARPER & WILLOW LTD
COMPANY INFORMATION
Directors
B Barnett
H Bergs
A Fadeeva
R Leeson
F Major
H Major
Company number
06342372
Registered office
3 Silverton Court
Northumberland Business Park
Cramlington
Northumberland
NE23 7RY
Auditor
Azets Audit Services
Bulman House
Regent Centre
Gosforth
Newcastle upon Tyne
NE3 3LS
HARPER & WILLOW LTD
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Income statement
8
Statement of comprehensive income
9
Statement of financial position
10
Statement of changes in equity
11
Notes to the financial statements
12 - 24
HARPER & WILLOW LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2025
- 1 -

The directors present the strategic report for the year ended 31 January 2025.

 

Harper & Willow Ltd (the "Company"), which trades under the brand name ‘Disturbia’ is a global fashion and lifestyle brand known for its alternative fashion, combining elements of dark romance, fantasy and fable. The company has offices in Northumberland and London and trades exclusively online via its official website and mobile app.

 

Review of the business

 

2025

2024

Turnover (£’000)

35,109

18,234

Gross Profit (£’000)

23,547

11,935

Gross Margin (%)

67.1

65.5

Operating Profit (£’000)

8,249

3,572

Operating Margin (%)

23.5

19.6

 

Turnover in 2025 increased by £16.9m from the total of £18.2m in 2024. This is largely due to a strategic increase in digital marketing spend, improved customer proposition driven by operational factors and an increase in the product offering. Gross Margin in the period has increased by 1.6 percentage points largely driven by a strategic decision to lower promotional activity and discounting. Operating Profit in the year increased by £4.7m to £8.2m, representing an operating margin of 23.5%, a 3.9 percentage points increase on 2024. This increase was driven by more efficient digital marketing spend, alongside operational improvements in distribution and related direct operating costs, whilst maintaining a relatively stable and appropriate underlying level of fixed overhead costs.

HARPER & WILLOW LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
- 2 -
Principal risks and uncertainties

 

Market Risk

Disturbia is a fast-growing brand, with an expanding product range, high customer retention rates, and operates in a competitive marketplace. The directors believe that by continuing to offer significant points of differentiation to our customers in terms of product offering, proposition and customer service we are strongly placed to continue the growth trajectory witnessed over the past year.

Financial Risk

Our materials cost base is largely exposed to exchange rate fluctuations as the primary currency of our sourcing is in USD. We do generate a significant amount of revenue in USD, and this acts as a natural hedge to offset these exchange rate fluctuations.

Operational Risk

The principal operational risks are those affecting the integrity and continuity of our supply chain. The supply chain is managed in a transparent and open manner. Regular dialogue with suppliers ensures that the products are created to the high standards which the Company and its customers expect.

IT Risk

As an online retailer, a significant failure in IT systems could result in the Company being unable to operate effectively. The Company continues to invest in the necessary technology to provide resilience to the risk associated with IT. Data security is extremely important to the Company and security measures are continuously reviewed and tested to mitigate potential breaches.

On behalf of the board

R Leeson
Director
12 June 2025
HARPER & WILLOW LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JANUARY 2025
- 3 -

The directors present their annual report and financial statements for the year ended 31 January 2025.

Principal activities

The principal activity of the company continued to be that of the sale of women's clothing, accessories and lifestyle products.

Results and dividends

The results for the year are set out on page 8.

Ordinary dividends were paid amounting to £750,000. The directors do not recommend payment 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:

B Barnett
H Bergs
A Fadeeva
R Leeson
F Major
H Major
Future developments

Looking ahead, the strategy of the Company continues to be focused on the development of our product range, offering exceptional service to our returning customers and increasing the awareness of the brand through our marketing channels.

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
R Leeson
Director
12 June 2025
HARPER & WILLOW LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 JANUARY 2025
- 4 -

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:

 

 

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.

HARPER & WILLOW LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF HARPER & WILLOW LTD
- 5 -
Opinion

We have audited the financial statements of Harper & Willow Ltd (the 'company') for the year ended 31 January 2025 which comprise the income statement, the statement of comprehensive income, the statement of financial position, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice) as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

 

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

 

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

HARPER & WILLOW LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HARPER & WILLOW LTD
- 6 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

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.

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.

HARPER & WILLOW LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF HARPER & WILLOW LTD
- 7 -

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:

 

 

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.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in 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.

Simon Brown BA ACA DChA
Senior Statutory Auditor
For and on behalf of Azets Audit Services
16 June 2025
Chartered Accountants
Statutory Auditor
Bulman House
Regent Centre
Gosforth
Newcastle upon Tyne
NE3 3LS
HARPER & WILLOW LTD
INCOME STATEMENT
FOR THE YEAR ENDED 31 JANUARY 2025
- 8 -
2025
2024
Notes
£
£
Turnover
3
35,109,539
18,234,347
Cost of sales
(11,562,498)
(6,298,606)
Gross profit
23,547,041
11,935,741
Distribution costs
(5,814,900)
(3,157,343)
Administrative expenses
(9,483,587)
(5,214,418)
Other operating income
-
0
8,390
Operating profit
4
8,248,554
3,572,370
Interest receivable from group undertakings
8
206,380
24,384
Other interest receivable and similar income
8
27,376
24,741
Interest payable and similar expenses
9
(3,281)
(6,272)
Profit before taxation
8,479,029
3,615,223
Tax on profit
10
(2,129,221)
(844,004)
Profit for the financial year
6,349,808
2,771,219

The income statement has been prepared on the basis that all operations are continuing operations.

HARPER & WILLOW LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JANUARY 2025
- 9 -
2025
2024
£
£
Profit for the year
6,349,808
2,771,219
Other comprehensive income
-
-
Total comprehensive income for the year
6,349,808
2,771,219
HARPER & WILLOW LTD
STATEMENT OF FINANCIAL POSITION
AS AT
31 JANUARY 2025
31 January 2025
- 10 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
13
33,235
-
0
Tangible assets
14
191,775
96,034
225,010
96,034
Current assets
Stocks
15
6,286,814
3,585,197
Debtors
16
4,203,733
3,410,155
Cash at bank and in hand
7,169,769
1,231,844
17,660,316
8,227,196
Creditors: amounts falling due within one year
17
(5,956,838)
(2,019,233)
Net current assets
11,703,478
6,207,963
Total assets less current liabilities
11,928,488
6,303,997
Creditors: amounts falling due after more than one year
18
(36,154)
(43,074)
Provisions for liabilities
Deferred tax liability
20
39,155
7,552
(39,155)
(7,552)
Net assets
11,853,179
6,253,371
Capital and reserves
Called up share capital
22
2
2
Profit and loss reserves
11,853,177
6,253,369
Total equity
11,853,179
6,253,371
The financial statements were approved by the board of directors and authorised for issue on 12 June 2025 and are signed on its behalf by:
R Leeson
Director
Company Registration No. 06342372
HARPER & WILLOW LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2025
- 11 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 February 2023
2
3,482,150
3,482,152
Year ended 31 January 2024:
Profit and total comprehensive income for the year
-
2,771,219
2,771,219
Balance at 31 January 2024
2
6,253,369
6,253,371
Year ended 31 January 2025:
Profit and total comprehensive income for the year
-
6,349,808
6,349,808
Dividends
11
-
(750,000)
(750,000)
Balance at 31 January 2025
2
11,853,177
11,853,179
HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
- 12 -
1
Accounting policies
Company information

Harper & Willow Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 3 Silverton Court, Northumberland Business Park, Cramlington, Northumberland, NE23 7RY.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 1A “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. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the company are consolidated in the financial statements of Arcanologists Limited. These consolidated financial statements are available from its registered office, 3 Silverton Court, Northumberland Business Park, Cramlington, England, NE23 7RY.

1.2
Going concern

Atruet 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.

1.3
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.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
1
Accounting policies
(Continued)
- 13 -
1.4
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation 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:

Patents & licences
10 years straight line
1.5
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:

IT and Office Equipment
20% 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 credited or charged to profit or loss.

1.6
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.

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.

HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
1
Accounting policies
(Continued)
- 14 -
1.7
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.8
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.

1.9
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 statement of financial position 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.

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.

HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
1
Accounting policies
(Continued)
- 15 -
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.

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.

HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
1
Accounting policies
(Continued)
- 16 -
Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.10
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.

1.11
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 income statement 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.

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 income statement, 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.

1.12
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.

 

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.

1.13
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.14
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
1
Accounting policies
(Continued)
- 17 -
1.15
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.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

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.

 

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.

 

The directors do not consider there to be any judgements, in the application of these accounting policies that have significant effect on the financial statements and estimates with a significant risk of material adjustment in the next year.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Sale of goods
35,109,539
18,234,347
2025
2024
£
£
Turnover analysed by geographical market
UK
13,426,855
7,979,389
Rest of the World
21,682,684
10,254,958
35,109,539
18,234,347
2025
2024
£
£
Other revenue
Interest income
233,756
49,125
Grants received
-
8,390
HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
- 18 -
4
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange (gains)/losses
(74,639)
22,220
Government grants
-
(8,390)
Depreciation of owned tangible fixed assets
74,752
30,396
Impairment of stocks recognised or reversed
31,913
18,406
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
25,000
20,000
For other services
Taxation compliance services
2,500
1,750
All other non-audit services
1,000
-
0
3,500
1,750
6
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2025
2024
Number
Number
Staff
42
33
Directors
6
2
Total
48
35

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
2,043,564
1,123,383
Social security costs
205,618
101,002
Pension costs
28,501
16,191
2,277,683
1,240,576
HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
- 19 -
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
215,515
155,260
Company pension contributions to defined contribution schemes
1,321
-
216,836
155,260
Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
127,000
-
Company pension contributions to defined contribution schemes
1,321
-
8
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
27,376
24,631
Interest receivable from group companies
206,380
24,384
Other interest income
-
0
110
Total income
233,756
49,125
Disclosed on the income statement as follows:
Interest receivable from group undertakings
206,380
24,384
Other interest receivable and similar income
27,376
24,741
9
Interest payable and similar expenses
2025
2024
£
£
Other interest on financial liabilities
-
0
4,775
Interest on finance leases and hire purchase contracts
3,281
1,497
3,281
6,272
HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
- 20 -
10
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
2,099,399
836,452
Adjustments in respect of prior periods
(1,781)
-
0
Total current tax
2,097,618
836,452
Deferred tax
Origination and reversal of timing differences
29,750
4,254
Adjustment in respect of prior periods
1,853
3,298
Total deferred tax
31,603
7,552
Total tax charge
2,129,221
844,004

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:

2025
2024
£
£
Profit before taxation
8,479,029
3,615,223
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 24.03%)
2,119,757
868,738
Tax effect of expenses that are not deductible in determining taxable profit
9,180
-
0
Adjustments in respect of prior years
(1,781)
-
0
Group relief
-
0
(28,040)
Deferred tax adjustments in respect of prior years
1,853
3,463
Fixed Asset differences
212
(157)
Taxation charge for the year
2,129,221
844,004
11
Dividends
2025
2024
£
£
Final paid
750,000
-
0
HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
- 21 -
12
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2025
2024
Notes
£
£
In respect of:
Stocks
15
31,913
18,406
Recognised in:
Cost of sales
31,913
18,406
13
Intangible fixed assets
Patents & licences
£
Cost
At 1 February 2024
-
0
Additions
33,235
At 31 January 2025
33,235
Amortisation and impairment
At 1 February 2024 and 31 January 2025
-
0
Carrying amount
At 31 January 2025
33,235
At 31 January 2024
-
0
HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
- 22 -
14
Tangible fixed assets
IT and Office Equipment
Motor vehicles
Total
£
£
£
Cost
At 1 February 2024
111,473
61,762
173,235
Additions
170,493
-
0
170,493
At 31 January 2025
281,966
61,762
343,728
Depreciation and impairment
At 1 February 2024
63,055
14,146
77,201
Depreciation charged in the year
59,311
15,441
74,752
At 31 January 2025
122,366
29,587
151,953
Carrying amount
At 31 January 2025
159,600
32,175
191,775
At 31 January 2024
48,418
47,616
96,034
15
Stocks
2025
2024
£
£
Finished goods and goods for resale
6,286,814
3,585,197
16
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
560,884
289,273
Other debtors
188,273
-
0
Prepayments and accrued income
197,517
49,143
946,674
338,416
2025
2024
Amounts falling due after more than one year:
£
£
Amounts owed by group undertakings
3,257,059
3,071,739
Total debtors
4,203,733
3,410,155
HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
- 23 -
17
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Obligations under finance leases
19
6,049
6,684
Trade creditors
2,278,463
568,845
Corporation tax
1,076,961
518,424
Other taxation and social security
885,361
367,199
Other creditors
10,021
62,017
Accruals and deferred income
1,699,983
496,064
5,956,838
2,019,233
18
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Obligations under finance leases
19
36,154
43,074
19
Finance lease obligations
2025
2024
Future minimum lease payments due under finance leases:
£
£
Within one year
6,049
6,684
In two to five years
36,154
43,074
42,203
49,758

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

20
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
39,155
7,552
HARPER & WILLOW LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
20
Deferred taxation
(Continued)
- 24 -
2025
Movements in the year:
£
Liability at 1 February 2024
7,552
Charge to profit or loss
31,603
Liability at 31 January 2025
39,155
21
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
28,501
16,191

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.

22
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of £1 each
2
2
2
2
23
Operating lease commitments

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2025
2024
£
£
Within one year
139,500
-
0
Between two and five years
100,500
-
0
240,000
-
0
24
Related party transactions

The company has taken advantage of the exemption available under paragraph 33.1A of FRS 102 and does not disclose related party transactions with members of the same group that are wholly owned.

25
Ultimate controlling party

The company's ultimate parent is Arcanologists Limited, incorporated in England and Wales.

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