Company registration number 06271360 (England and Wales)
MARDON HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
MARDON HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr M J Donoghue
Ms C M Donoghue
Secretary
Mr M J Donoghue
Company number
06271360
Registered office
10 Fenton Street
Lancaster
LA1 1TE
Auditor
MHA
14 Mannin Way
Lancaster Business Park
Lancaster
LA1 3SW
MARDON HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Profit and loss account
8
Group statement of comprehensive income
9
Group balance sheet
10 - 11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 32
MARDON HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 1 -

The directors present the strategic report for the year ended 30 September 2024.

Review of the business

The principal activity of the group during the year continued to be the wholesale distribution of fish and meat throughout the UK and overseas.

 

The focus of the trading subsidiary business has continued to be on maximising operational efficiencies and improved working capital management.

 

The trading company is ISO9001 2015 certified. Technical and quality control standards have continued to be routinely monitored and upgraded during the course of the year. The company is committed to a process of continual improvement of its processes and quality control standards.

Principal risks and uncertainties

The group continues to maintain procedures to identify, monitor and mitigate business risk. Business risk can be analysed into two broad categories - financial risk and product risk.

 

The group manages its foreign currency exposure by entering into forward contracts with the group's bankers. The group manages bad debt risk by either credit insuring its sales, conducting sales by secure financial instruments or requesting prepayment before the release of goods.

 

Product risk is mitigated in several ways. The group does not generally engage in speculative purchases but only purchases where a sale has been secured for goods. All cargos and stocks are insured under marine and stock insurance. The group employs its own logistics and technical personnel to ensure that all goods are adequately secured and meet the company's technical specifications.

Development and performance

The subsidiary trading company sales are 70% overseas and 30% domestic market; profit for the year was £641,501 before tax. The consolidated profit for the year is £548,140 before tax which the Directors consider to be satisfactory.

Key performance indicators

The key performance indicators utilised by the business relate to gross profit performance and stock levels. Gross profit for the year is 14.4%. Stock levels increased from £1.063 million to £1.095 million at the year end.

By order of the board

Mr M J Donoghue
Secretary
23 June 2025
MARDON HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 2 -

The directors present their annual report and financial statements for the year ended 30 September 2024.

Principal activities

The principal activities and review of the business are detailed in the strategic report on page 1 of the financial statements.

Results and dividends

The results for the year are set out on page 7 and page 8.

Ordinary dividends were paid amounting to £76,650. 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:

Mr M J Donoghue
Ms C M Donoghue
Future developments

The directors are committed to delivering sustainable growth & have formally adopted a detailed 5 Year Plan to increase shareholder value.

Auditor

Following the merger of MHA Moore & Smalley with MHA, the company's independent auditor has now become MHA. The auditor, MHA, previously traded through the legal entity MacIntyre Hudson LLP. In response to regulatory changes, MacIntyre Hudson LLP ceased to hold an audit registration with the engagement transitioning to MHA Audit Services LLP.

Strategic report

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of the fair review of the business, principal risks and uncertainties and key performance indicators.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

MARDON HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 3 -
By order of the board
Mr M J Donoghue
Secretary
23 June 2025
MARDON HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

MARDON HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF MARDON HOLDINGS LIMITED
- 5 -
Opinion

We have audited the financial statements of Mardon Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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 responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

 

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

 

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

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.

MARDON HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF MARDON HOLDINGS LIMITED
- 6 -

Opinions on other matters prescribed by the Companies Act 2006

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

 

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

Matters on which we are required to report by exception

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 parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud, is detailed below:

MARDON HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF MARDON HOLDINGS LIMITED
- 7 -

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 is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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.

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.

Jenny McCabe FCA
Senior Statutory Auditor
For and on behalf of MHA, Statutory Auditor
Lancaster, United Kingdom
23 June 2025
MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542)
MARDON HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
18,060,379
20,122,790
Cost of sales
(15,530,976)
(17,322,503)
Gross profit
2,529,403
2,800,287
Distribution costs
(246,755)
(263,475)
Administrative expenses
(1,628,049)
(1,722,124)
Other operating income
24,360
1,300
Operating profit
4
678,959
815,988
Interest receivable and similar income
7
1,216
719
Interest payable and similar expenses
8
(132,035)
(146,761)
Profit before taxation
548,140
669,946
Tax on profit
9
(162,363)
(177,977)
Profit for the financial year
385,777
491,969
Profit for the financial year is attributable to:
- Owners of the parent company
385,488
491,600
- Non-controlling interests
289
369
385,777
491,969

The profit and loss account has been prepared on the basis that all operations are continuing operations.

MARDON HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 9 -
2024
2023
£
£
Profit for the year
385,777
491,969
Other comprehensive income
-
-
Total comprehensive income for the year
385,777
491,969
Total comprehensive income for the year is attributable to:
- Owners of the parent company
385,488
491,600
- Non-controlling interests
289
369
385,777
491,969
MARDON HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
30 SEPTEMBER 2024
30 September 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
11
257,467
350,828
Tangible assets
12
650,800
643,506
908,267
994,334
Current assets
Stocks
15
1,095,040
1,062,510
Debtors
16
4,334,591
4,419,598
Cash at bank and in hand
479,930
619,900
5,909,561
6,102,008
Creditors: amounts falling due within one year
17
(4,547,681)
(4,942,200)
Net current assets
1,361,880
1,159,808
Total assets less current liabilities
2,270,147
2,154,142
Creditors: amounts falling due after more than one year
18
(584,805)
(780,000)
Provisions for liabilities
Deferred tax liability
20
2,073
-
0
(2,073)
-
Net assets
1,683,269
1,374,142
Capital and reserves
Called up share capital
22
100
100
Profit and loss reserves
1,681,694
1,372,856
Equity attributable to owners of the parent company
1,681,794
1,372,956
Non-controlling interests
1,475
1,186
1,683,269
1,374,142

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

MARDON HOLDINGS LIMITED
GROUP BALANCE SHEET (CONTINUED)
AS AT
30 SEPTEMBER 2024
30 September 2024
- 11 -
The financial statements were approved by the board of directors and authorised for issue on 23 June 2025 and are signed on its behalf by:
23 June 2025
Mr M J Donoghue
Director
Company registration number 06271360 (England and Wales)
MARDON HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 30 SEPTEMBER 2024
30 September 2024
- 12 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
13
3,606,198
3,606,198
Current assets
Debtors
16
100
100
Creditors: amounts falling due within one year
17
(1,045,778)
(1,089,128)
Net current liabilities
(1,045,678)
(1,089,028)
Net assets
2,560,520
2,517,170
Capital and reserves
Called up share capital
22
100
100
Profit and loss reserves
2,560,420
2,517,070
Total equity
2,560,520
2,517,170

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £120,000 (2023 - £120,000 profit).

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 23 June 2025 and are signed on its behalf by:
23 June 2025
Mr M J Donoghue
Director
Company registration number 06271360 (England and Wales)
MARDON HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 13 -
Share capital
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
Balance at 1 October 2022
100
938,256
938,356
817
939,173
Year ended 30 September 2023:
Profit and total comprehensive income
-
491,600
491,600
369
491,969
Dividends
10
-
(57,000)
(57,000)
-
(57,000)
Balance at 30 September 2023
100
1,372,856
1,372,956
1,186
1,374,142
Year ended 30 September 2024:
Profit and total comprehensive income
-
385,488
385,488
289
385,777
Dividends
10
-
(76,650)
(76,650)
-
(76,650)
Balance at 30 September 2024
100
1,681,694
1,681,794
1,475
1,683,269
MARDON HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 14 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 October 2022
100
2,454,070
2,454,170
Year ended 30 September 2023:
Profit and total comprehensive income for the year
-
120,000
120,000
Dividends
10
-
(57,000)
(57,000)
Balance at 30 September 2023
100
2,517,070
2,517,170
Year ended 30 September 2024:
Profit and total comprehensive income
-
120,000
120,000
Dividends
10
-
(76,650)
(76,650)
Balance at 30 September 2024
100
2,560,420
2,560,520
MARDON HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 15 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
420,656
1,263,324
Interest paid
(132,035)
(146,761)
Income taxes paid
(99,021)
-
0
Net cash inflow from operating activities
189,600
1,116,563
Investing activities
Purchase of tangible fixed assets
(18,703)
(5,786)
Proceeds from disposal of tangible fixed assets
3,599
-
Interest received
1,216
719
Net cash used in investing activities
(13,888)
(5,067)
Financing activities
Repayment of debentures
(43,350)
(63,000)
Proceeds from new bank loans
780,000
-
Repayment of bank loans
(1,011,172)
(224,787)
Dividends paid to equity shareholders
(76,650)
(57,000)
Net cash used in financing activities
(351,172)
(344,787)
Net (decrease)/increase in cash and cash equivalents
(175,460)
766,709
Cash and cash equivalents at beginning of year
(1,751,946)
(2,518,655)
Cash and cash equivalents at end of year
(1,927,406)
(1,751,946)
Relating to:
Cash at bank and in hand
479,930
619,900
Bank overdrafts included in creditors payable within one year
(2,407,336)
(2,371,846)
MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 16 -
1
Accounting policies
Company information

Mardon Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 10 Fenton Street, Lancaster, LA1 1TE.

 

The group consists of Mardon Holdings Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company, as an individual entity, is a qualifying entity for the purposes of FRS 102, being the parent of a group that prepares publicly available consolidated financial statements 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, as an individual entity, has taken advantage of exemptions from the following disclosure requirements for parent company information presented within these consolidated financial statements:

 

As permitted by s408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company's profit for the year was £120,000 (2023 - £120,000).

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. Investments in subsidiaries are accounted for at cost less impairment.

MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.3
Basis of consolidation

The consolidated financial statements incorporate those of Mardon Holdings Limited and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits).

 

All financial statements are made up to 30 September 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

1.4
Going concern

The directors consider the group to have a sufficient level of working capital to see it through the upcoming months and therefore it remains wholly solvent.

 

The directors do not consider there to be a material uncertainty at this time, and there is a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Turnover

Turnover comprises revenue recognised by the group in respect of goods and services supplied, exclusive of Value Added Tax, where applicable, and trade discounts.

 

Revenue from the sale of goods is generally recognised when the significant risks and rewards of ownership of goods have passed to the buyer (usually on dispatch of the goods, but in limited circumstances this may be prior to delivery), 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.

 

For sales where goods are shipped straight to the customer, the risks and rewards of ownership of the stock transfer at bill of lading date and the company recognises the relevant turnover and associated costs at this point.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 20 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 18 -

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold property
Revaluation model adopted
Equipment
15% reducing balance / 25% straight line
Plant and machinery
15% reducing balance
Fixtures and fittings
10% straight line / 15% reducing balance
Motor vehicles
25% reducing balance

Freehold land is not depreciated.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.8
Fixed asset investments

In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.9
Impairment of fixed assets

At each reporting period end date, the group 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).

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset 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.

1.10
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

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.

1.11
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 19 -
1.12
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets 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 group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 20 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies 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 receipts 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 group's contractual obligations expire or are discharged or cancelled.

1.13
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.14
Derivatives

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

 

A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.

1.15
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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 21 -
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. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.16
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense. 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.

1.17
Retirement benefits

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

1.18
Leases

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease.

1.19
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 22 -
2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Valuation of freehold land and buildings

Accounting for land and buildings using the revaluation model requires making assessments of the valuation of these assets on a regular basis. In order to do this, the Directors must make judgments over whether there has been any material change due to impairments or uplifts in the market.

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.

Impairment of assets

The group records provisions where it has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources will be required to settle the obligation and a reasonable estimation of the obligation can be made. The recording of provisions is an area which requires the exercise of management judgement relating to the nature, timing and probability of the liability. The group's balance sheet includes provisions for doubtful debts, stock and contract provisions.

 

The recoverability of trade debtors is regularly reviewed and in light of the available economic information specific to each debtor and specific provisions are recognised for balances considered to be irrecoverable.

 

Stock is assessed for impairment at each reporting date by the directors and any excess of the carrying amount of stock over its estimated selling price less costs to sell is recognised as an impairment loss.

Fair value of derivative financial instruments

The foreign currency contracts are not traded in active markets. The fair value has been derived using observable forward exchange rates and interest rates corresponding to the maturity of the contract. Due to the lack of an active market for trading such contracts, the directors are unable to independently confirm the fair value and as a result the fair value recognised in the accounts is that which has been obtained from the banks that provide the foreign currency forward contracts.

MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 23 -
3
Turnover and other revenue

An analysis of the group's turnover is as follows:

2024
2023
£
£
Turnover analysed by class of business
Wholesale fish distribution
18,060,379
20,122,790
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
4,202,030
5,936,422
Overseas
13,858,349
14,186,368
18,060,379
20,122,790
2024
2023
£
£
Other revenue
Interest income
1,216
719
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange gains
(268,475)
(107,536)
Fees payable to the group's auditor for the audit of the group's financial statements
-
-
Depreciation of owned tangible fixed assets
7,810
5,176
Amortisation of intangible assets
93,361
93,361
MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 24 -
5
Employees

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

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Number of trading staff
10
9
-
-
Number of technical staff
3
2
-
-
Number of logistics staff
1
1
-
-
Number of accounts staff
2
2
-
-
Total
16
14
-
0
-
0

Their aggregate remuneration comprised:

Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
772,232
863,274
-
0
-
0
Social security costs
78,621
97,819
-
-
Pension costs
42,012
22,932
-
0
-
0
892,865
984,025
-
0
-
0
6
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
18,192
17,656
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Other interest income
1,216
719
8
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
132,035
146,761
MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 25 -
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
159,225
99,240
Deferred tax
Origination and reversal of timing differences
3,138
78,737
Total tax charge
162,363
177,977

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
548,140
669,946
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 22.01%)
137,035
147,443
Tax effect of expenses that are not deductible in determining taxable profit
23,340
20,547
Tax effect of income not taxable in determining taxable profit
1,988
565
Effect of change in corporation tax rate
-
9,422
Taxation charge
162,363
177,977

The standard rate of tax applied to reported profit on ordinary activities is 25% (2023: 22%). The Finance Act 2021, which was enacted on 24 May 2021, created a 25% main rate, 19% small profits rate and a marginal rate which is effective from 1 April 2023.

10
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Final paid
76,650
57,000
MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 26 -
11
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 October 2023 and 30 September 2024
1,867,222
Amortisation and impairment
At 1 October 2023
1,516,394
Amortisation charged for the year
93,361
At 30 September 2024
1,609,755
Carrying amount
At 30 September 2024
257,467
At 30 September 2023
350,828
The company had no intangible fixed assets at 30 September 2024 or 30 September 2023.
12
Tangible fixed assets
Group
Freehold property
Equipment
Plant and machinery
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
£
Cost or valuation
At 1 October 2023
630,000
78,413
18,177
117,410
18,000
862,000
Additions
-
0
18,703
-
0
-
0
-
0
18,703
Disposals
-
0
(11,160)
-
0
-
0
(9,750)
(20,910)
At 30 September 2024
630,000
85,956
18,177
117,410
8,250
859,793
Depreciation and impairment
At 1 October 2023
-
0
72,472
17,691
117,410
10,921
218,494
Depreciation charged in the year
-
0
6,868
72
-
0
870
7,810
Eliminated in respect of disposals
-
0
(11,160)
-
0
-
0
(6,151)
(17,311)
At 30 September 2024
-
0
68,180
17,763
117,410
5,640
208,993
Carrying amount
At 30 September 2024
630,000
17,776
414
-
0
2,610
650,800
At 30 September 2023
630,000
5,941
486
-
0
7,079
643,506
The company had no tangible fixed assets at 30 September 2024 or 30 September 2023.
MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
12
Tangible fixed assets
(Continued)
- 27 -

All freehold land and buildings were professionally valued by Colliers International Valuation UK LLP on the basis of their open market value at September 2020. The directors do not consider that the freehold land and buildings open market value is materially different from the value at September 2020.

Freehold land and buildings are carried at valuation. If freehold land and buildings were measured using the cost model, the carrying amounts for the group would have been approximately £499,793 (2023 - £508,776), being cost £639,158 (2023 - £639,158) and depreciation £139,365 (2023 - £130,382).

13
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
3,606,198
3,606,198

In the opinion of the directors, the aggregative value of the company's investment in subsidiary undertakings is not less than the amount included in the balance sheet.

Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 October 2023 and 30 September 2024
3,606,198
Carrying amount
At 30 September 2024
3,606,198
At 30 September 2023
3,606,198
14
Subsidiaries

Details of the company's subsidiaries at 30 September 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Mardon Limited
England & Wales
Ordinary
99.99
15
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Finished goods and goods for resale
1,095,040
1,062,510
-
0
-
0
MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 28 -
16
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
3,257,560
3,488,702
-
0
-
0
Unpaid share capital
100
100
100
100
Other debtors
320,182
18,571
-
0
-
0
Prepayments and accrued income
517,761
672,172
-
0
-
0
4,095,603
4,179,545
100
100
Deferred tax asset (note 20)
-
0
1,065
-
0
-
0
4,095,603
4,180,610
100
100
Amounts falling due after more than one year:
Other debtors
238,988
238,988
-
0
-
0
Total debtors
4,334,591
4,419,598
100
100

The other debtor balance due after one year of £238,988 is secured by a debenture against property for the full value. It will be repaid no later than 2027.

17
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Debenture loans
19
58,042
101,392
58,042
101,392
Bank loans and overdrafts
19
2,575,325
2,575,812
-
0
-
0
Trade creditors
915,646
1,458,400
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
987,736
987,736
Corporation tax payable
159,444
99,240
-
0
-
0
Other taxation and social security
37,711
67,795
-
-
Other creditors
15,772
10,373
-
0
-
0
Accruals and deferred income
785,741
629,188
-
0
-
0
4,547,681
4,942,200
1,045,778
1,089,128

Included within other creditors is £7,089 (2023: £4,014) due to one of the directors of the company.

MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 29 -
18
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
19
584,805
780,000
-
0
-
0
19
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Debenture loans
58,042
101,392
58,042
101,392
Bank loans
752,794
983,966
-
0
-
0
Bank overdrafts
2,407,336
2,371,846
-
0
-
0
3,218,172
3,457,204
58,042
101,392
Payable within one year
2,633,367
2,677,204
58,042
101,392
Payable after one year
584,805
780,000
-
0
-
0

Bank loans and overdrafts of £3,160,130 (2023: £3,355,812) included within borrowings is secured by way of debenture over all of the assets of the company.

 

The debenture loan is with the director of the company and is secured by a legal charge over the freehold land and property owned by the group and a floating charge on the remainder of the group's assets.

20
Deferred taxation

Deferred tax assets and liabilities are offset where the group or company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Group
£
£
£
£
Accelerated capital allowances
2,073
-
-
1,065
The company has no deferred tax assets or liabilities.
MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
20
Deferred taxation
(Continued)
- 30 -
Group
Company
2024
2024
Movements in the year:
£
£
Asset at 1 October 2023
(1,065)
-
Charge to profit or loss
3,138
-
Liability at 30 September 2024
2,073
-

The directors believe that the deferred tax provision will not materially move in the next accounting period.

21
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
42,012
22,932

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

22
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and not fully paid
Ordinary A shares fully called of £1 each
85
85
100
90
Ordinary B shares fully called of £1 each
5
5
-
5
Ordinary C shares fully called of £1 each
5
5
-
-
Ordinary D shares fully called of £1 each
5
5
-
5
100
100
100
100
23
Capital commitments

Amounts contracted for but not provided in the financial statements:

Group
Company
2024
2023
2024
2023
£
£
£
£
Acquisition of tangible fixed assets
-
14,734
-
-
MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 31 -
24
Related party transactions
Transactions with related parties

During the year the group entered into the following transactions with related parties:

Remuneration paid
2024
2023
£
£
Group
Other related parties
51,179
48,875

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2024
2023
£
£
Group
Directors
58,042
101,392

The following amounts were outstanding at the reporting end date:

Amounts due from related parties
2024
2023
Balance
Balance
£
£
Group
Other related parties
302,384
2,700
25
Directors' transactions

Dividends totalling £76,650 (2023 - £57,000) were paid in the year in respect of shares held by the company's directors.

26
Controlling party

The group was under the control of the directors of the parent company throughout the current and prior period.

MARDON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 32 -
27
Cash generated from group operations
2024
2023
£
£
Profit for the year after tax
385,777
491,969
Adjustments for:
Taxation charged
162,363
177,977
Finance costs
132,035
146,761
Investment income
(1,216)
(719)
Amortisation and impairment of intangible assets
93,361
93,361
Depreciation and impairment of tangible fixed assets
7,810
5,176
Movements in working capital:
Increase in stocks
(32,530)
(194,245)
Decrease in debtors
83,942
90,520
(Decrease)/increase in creditors
(410,886)
452,524
Cash generated from operations
420,656
1,263,324
28
Analysis of changes in net debt - group
1 October 2023
Cash flows
30 September 2024
£
£
£
Cash at bank and in hand
619,900
(139,970)
479,930
Bank overdrafts
(2,371,846)
(35,490)
(2,407,336)
(1,751,946)
(175,460)
(1,927,406)
Borrowings excluding overdrafts
(1,085,358)
274,522
(810,836)
(2,837,304)
99,062
(2,738,242)
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