Company registration number 05221288 (England and Wales)
TOTAL MERCHANDISE LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
TOTAL MERCHANDISE LIMITED
COMPANY INFORMATION
Director
Mr J C O'Connor
Company number
05221288
Registered office
7 - 8 Britannia Business Park
Comet Way
Southend-On-Sea
Essex
United Kingdom
SS2 6GE
Auditor
Azets
7 - 8 Britannia Business Park
Comet Way
Southend-On-Sea
Essex
United Kingdom
SS2 6GE
TOTAL MERCHANDISE LIMITED
CONTENTS
Page
Strategic report
1 - 2
Director's report
3
Director's responsibilities statement
4
Independent auditor's report
5 - 8
Profit and loss account
9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Statement of cash flows
13
Notes to the financial statements
14 - 23
TOTAL MERCHANDISE LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 1 -
The director presents the strategic report for the year ended 30 September 2024.
Review of the business
Fair review of the business
The period ending 30/09/2024 marks another successful year for Total Merchandise Ltd, with stakeholders satisfied with the business’s performance.
This period also denotes the first nine months of company co-founder Jason O’Connor’s tenure as the Managing Director of Total Merchandise.
Key performance indicators
Total Merchandise’s position within the UK’s promotional merchandise market
September 2024 marks 20 years since Total Merchandise was founded, cementing its status as a longest-standing leader in the industry.
The company has worked hard to retain, bolster and develop the position it holds within the UK market, and has focused on developing relationships with both new and existing clients.
It has also focused on developing the service and experience it can offer to its clientele, including developing and investing in tech, growing product and service offering, and staff training.
Significant investments have been made in the business across areas such client management, tech and events.
Tackling key risks and areas of uncertainty
Customer base: the competitor landscape has grown. Total Merchandise undertakes a number of measures to ensure it retains the business of its existing client base, as well as looking for ways to develop how it acquires new business.
Staff satisfaction: More than 40% of our team have been with us for five years or longer and we are confident in the experience they offer our clients. Staff are encouraged to speak to management if they have identified an issue and we have introduced a regular staff survey to allow us to identify any potential issues.
Cash flow: Cash flow remains strong due to around 35 – 40% of orders to us being paid in advance of production. Any credit accounts are only granted after being prechecked on an order-by-order basis, to ensure customers remain creditworthy. A robust credit control procedure ensures very little bad debt is suffered.
Rising prices: Our close relationships with key suppliers allow us to manage rising prices for the products and services we offer our customers.
Year end position: Given the competitive landscape and the ever-evolving habits of the company’s clientele, the Managing Director and Total Merchandise’s senior management team are satisfied with the company’s operational performance and are optimistic about the next 12 months ahead.
We look to 2025 and what lies ahead with optimism and enthusiasm, and a renewed desire to keep moving forward the experience we offer our customers.
TOTAL MERCHANDISE LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 2 -
Mr J C O'Connor
Director
16 June 2025
TOTAL MERCHANDISE LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 3 -
The director presents his annual report and financial statements for the year ended 30 September 2024.
Principal activities
The principal activity of the company continued to be that of suppliers of promotional merchandise.
Results and dividends
The results for the year are set out on page 9.
Ordinary dividends were paid amounting to £620,000. The director does not recommend payment of a final dividend.
Director
The director who held office during the year and up to the date of signature of the financial statements was as follows:
Mr J C O'Connor
Mr D Stoddart
(Resigned 19 January 2024)
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
Mr J C O'Connor
Director
16 June 2025
TOTAL MERCHANDISE LIMITED
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 4 -
The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is 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 director is 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. He is 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.
TOTAL MERCHANDISE LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF TOTAL MERCHANDISE LIMITED
- 5 -
Opinion
We have audited the financial statements of Total Merchandise Limited (the 'company') for the year ended 30 September 2024 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, 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 the financial statements:
give a true and fair view of the state of the company's affairs as at 30 September 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the 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 director's 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 director 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 director is responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the director's report have been prepared in accordance with applicable legal requirements.
TOTAL MERCHANDISE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF TOTAL MERCHANDISE LIMITED
- 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 director's report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, 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 director's remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of director
As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has 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.
TOTAL MERCHANDISE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF TOTAL MERCHANDISE LIMITED
- 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:
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;
Reviewing minutes of meetings of those charged with governance;
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Other matters which we are required to address
Comparative information in the financial statements is derived from the company's prior period financial statements which were not audited.
This report is made solely to the company's member 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 member those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.
TOTAL MERCHANDISE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF TOTAL MERCHANDISE LIMITED
- 8 -
Julian Golding
Senior Statutory Auditor
For and on behalf of Azets
18 June 2025
Chartered Accountants
Statutory Auditor
7 - 8 Britannia Business Park
Comet Way
Southend-On-Sea
Essex
United Kingdom
SS2 6GE
TOTAL MERCHANDISE LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 9 -
2024
2023
Notes
£
£
Turnover
3
21,418,338
20,280,488
Cost of sales
(15,698,560)
(14,792,776)
Gross profit
5,719,778
5,487,712
Administrative expenses
(2,592,181)
(2,653,840)
Operating profit
4
3,127,597
2,833,872
Interest receivable and similar income
7
52,186
34,230
Profit before taxation
3,179,783
2,868,102
Tax on profit
8
(725,744)
(619,216)
Profit for the financial year
2,454,039
2,248,886
The profit and loss account has been prepared on the basis that all operations are continuing operations.
TOTAL MERCHANDISE LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 10 -
2024
2023
£
£
Profit for the year
2,454,039
2,248,886
Other comprehensive income
-
-
Total comprehensive income for the year
2,454,039
2,248,886
TOTAL MERCHANDISE LIMITED
BALANCE SHEET
AS AT
30 SEPTEMBER 2024
30 September 2024
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
10
32,803
39,270
Current assets
Debtors
11
4,596,635
1,639,251
Cash at bank and in hand
2,856,974
3,235,086
7,453,609
4,874,337
Creditors: amounts falling due within one year
12
(3,511,507)
(2,768,586)
Net current assets
3,942,102
2,105,751
Total assets less current liabilities
3,974,905
2,145,021
Provisions for liabilities
Deferred tax liability
13
3,306
7,461
(3,306)
(7,461)
Net assets
3,971,599
2,137,560
Capital and reserves
Called up share capital
15
103
103
Profit and loss reserves
3,971,496
2,137,457
Total equity
3,971,599
2,137,560
The financial statements were approved by the board of directors and authorised for issue on 16 June 2025 and are signed on its behalf by:
Mr J C O'Connor
Director
Company Registration No. 05221288
TOTAL MERCHANDISE LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 12 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 October 2022
103
1,733,916
1,734,019
Year ended 30 September 2023:
Profit and total comprehensive income for the year
-
2,248,886
2,248,886
Dividends
9
-
(1,845,345)
(1,845,345)
Balance at 30 September 2023
103
2,137,457
2,137,560
Year ended 30 September 2024:
Profit and total comprehensive income for the year
-
2,454,039
2,454,039
Dividends
9
-
(620,000)
(620,000)
Balance at 30 September 2024
103
3,971,496
3,971,599
TOTAL MERCHANDISE LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 13 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
16
758,487
2,239,885
Income taxes paid
(554,241)
(918,343)
Net cash inflow from operating activities
204,246
1,321,542
Investing activities
Purchase of tangible fixed assets
(14,544)
(22,847)
Proceeds from disposal of tangible fixed assets
1,369
Interest received
52,186
34,230
Net cash generated from investing activities
37,642
12,752
Financing activities
Dividends paid
(620,000)
(1,845,345)
Net cash used in financing activities
(620,000)
(1,845,345)
Net decrease in cash and cash equivalents
(378,112)
(511,051)
Cash and cash equivalents at beginning of year
3,235,086
3,746,137
Cash and cash equivalents at end of year
2,856,974
3,235,086
TOTAL MERCHANDISE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 14 -
1
Accounting policies
Company information
Total Merchandise Limited is a private company limited by shares incorporated in England and Wales. The registered office is 7 - 8 Britannia Business Park, Comet Way, Southend-On-Sea, Essex, United Kingdom, SS2 6GE.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
Atruet the time of approving the financial statements, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues 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.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from 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.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.4
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:
Plant and equipment
Over 3 Years
Fixtures and fittings
Over 3 Years
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.
TOTAL MERCHANDISE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 15 -
1.5
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible 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.
1.6
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.
1.7
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.
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.
TOTAL MERCHANDISE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 16 -
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.
TOTAL MERCHANDISE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 17 -
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.8
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.
1.9
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.
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.
1.10
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.
1.11
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.12
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
TOTAL MERCHANDISE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 18 -
1.13
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the director is 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.
3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Sale of promotional merchandise
21,418,338
20,280,488
2024
2023
£
£
Other revenue
Interest income
52,186
34,230
4
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
12,000
Depreciation of owned tangible fixed assets
20,042
17,244
Loss/(profit) on disposal of tangible fixed assets
969
(1,369)
Operating lease charges
152,775
134,381
5
Director's remuneration
2024
2023
£
£
Remuneration for qualifying services
10,000
14,680
Company pension contributions to defined contribution schemes
5,333
8,000
15,333
22,680
TOTAL MERCHANDISE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 19 -
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Employees
49
48
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
1,858,025
1,932,178
Pension costs
84,840
73,501
1,942,865
2,005,679
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
52,186
34,230
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
52,186
34,230
8
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
729,898
629,692
Adjustments in respect of prior periods
(11,540)
Total current tax
729,898
618,152
Deferred tax
Origination and reversal of timing differences
(4,154)
1,064
Total tax charge
725,744
619,216
TOTAL MERCHANDISE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
8
Taxation
(Continued)
- 20 -
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
3,179,783
2,868,102
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 22.00%)
794,946
630,982
Tax effect of expenses that are not deductible in determining taxable profit
5,854
4,755
Tax effect of income not taxable in determining taxable profit
(342)
Group relief
(66,953)
Permanent capital allowances in excess of depreciation
(3,949)
(5,702)
Under/(over) provided in prior years
(11,540)
Deferred tax movement
(4,154)
1,063
Taxation charge for the year
725,744
619,216
9
Dividends
2024
2023
£
£
Interim paid
620,000
1,845,345
TOTAL MERCHANDISE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 21 -
10
Tangible fixed assets
Plant and equipment
Fixtures and fittings
Total
£
£
£
Cost
At 1 October 2023
46,772
384,687
431,459
Additions
14,544
14,544
Disposals
(193,730)
(193,730)
At 30 September 2024
46,772
205,501
252,273
Depreciation and impairment
At 1 October 2023
46,772
345,417
392,189
Depreciation charged in the year
20,042
20,042
Eliminated in respect of disposals
(192,761)
(192,761)
At 30 September 2024
46,772
172,698
219,470
Carrying amount
At 30 September 2024
32,803
32,803
At 30 September 2023
39,270
39,270
11
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,534,183
1,578,548
Amounts owed by group undertakings
2,988,611
Other debtors
2,703
3,139
Prepayments and accrued income
71,138
57,564
4,596,635
1,639,251
12
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
1,880,756
1,755,581
Corporation tax
368,866
193,208
Other taxation and social security
293,099
11,979
Other creditors
185,631
63,355
Accruals and deferred income
783,155
744,463
3,511,507
2,768,586
TOTAL MERCHANDISE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 22 -
13
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
3,306
7,461
2024
Movements in the year:
£
Liability at 1 October 2023
7,461
Credit to profit or loss
(4,155)
Liability at 30 September 2024
3,306
14
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
84,840
73,501
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.
15
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A of £1 each
100
100
100
100
Ordinary B of £1 each
3
3
3
3
103
103
103
103
TOTAL MERCHANDISE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 23 -
16
Cash generated from operations
2024
2023
£
£
Profit for the year after tax
2,454,039
2,248,886
Adjustments for:
Taxation charged
725,744
619,216
Investment income
(52,186)
(34,230)
Loss/(gain) on disposal of tangible fixed assets
969
(1,369)
Depreciation and impairment of tangible fixed assets
20,042
17,244
Movements in working capital:
(Increase)/decrease in debtors
(2,957,384)
54,443
Increase/(decrease) in creditors
567,263
(664,305)
Cash generated from operations
758,487
2,239,885
17
Analysis of changes in net funds
1 October 2023
Cash flows
30 September 2024
£
£
£
Cash at bank and in hand
3,235,086
(378,112)
2,856,974
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