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Registered number:
FOR THE YEAR ENDED 30 SEPTEMBER 2024
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CGL RESTAURANT HOLDINGS
COMPANY INFORMATION
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CGL RESTAURANT HOLDINGS
CONTENTS
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CGL RESTAURANT HOLDINGS
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The Directors of the Company present their strategic report together with the audited financial statements for the year ended 30 September 2024.
On 17th October the former ultimate owner, Panther Partners Limited was placed into administration. On this day the company was acquired by Bresand Leisure Limited and as a result acts as a holding company with its subsidiaries continuing as restaurants and a hotel. These restaurants form part of ‘The Evolv Collection’.
The year continued to be a transitional period. During the year management have undertaken a review of the restaurants, which has resulted in the decision to close certain restaurants and impair the value of other restaurants.
The principal risks and uncertainties arising from both internal and external factors that could impact the Company’s performance and the related mitigating activities to manage that risk are considered further on. The Company has risk management processes to identify, monitor and evaluate such issues as they emerge enabling the Board to take appropriate action where possible. The factors listed below should be considered in connection with any forward- looking statements in this report. These forward-looking statements reflect the Board’s current expectations concerning future events and actual results may differ from these expectations.
Economic and market risk The Company, like the wider hospitality sector, is subject to risk around continued impact of train strikes, political uncertainty around Eastern Europe and the Middle East and the subsequent knock-on effects to supply chain costs that these bring. There are specific pressures around utility and labour costs. The Company is committed to maintaining a highly desirable customer experience. The Evolv brand is synonymous with style and exclusivity. Internal processes ensure that the Company is well positioned to react to market pressures while continuing to deliver a high-quality product at competitive prices to its customers. Operational efficiency and cost control The Company faces growing internal and external cost pressures. These pressures are managed with a focus on improving supply chain management, operational efficiency, and rigorous cost control and by utilising the wider groups size and scale. The Company is constantly looking to implement new initiatives to improve efficiency across the whole business, resulting in lower operating costs without compromising product quality or service levels. This helps support the business’s competitiveness and profitability. Liquidity, financing and treasury Key to the financial success of the business is the availability of sufficient bank facilities to permit the Company to meet its obligations and to enable it to continue to fund its growth through investment in new restaurants and in improving its existing venues. To manage liquidity risk, the group has recently extended its banking facilities to the end of September 2027 as explained below under post balance sheet events.
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CGL RESTAURANT HOLDINGS
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Major operational risk
In common with other businesses the Company depends on its process and control framework to mitigate the possibility of a major failure in operations, information technology, finance, human resources or other key business processes capable of having an impact on its performance. These failures may be caused by internal factors such as a major information technology systems failure, a supply chain breakdown or failure to retain key personnel. They could also be driven by external events such as disruptions or other adverse events affecting our relationship with or the performance of major suppliers, financial services providers, designers or concessionaires, terrorism or natural disasters and other major events which impact the Company as well as the communities it serves. The Company is committed to developing and strengthening its coordinated risk management and assurance mechanisms to manage these risks in a manner which it believes ensure an appropriate and effective control framework for its businesses at a local, national and corporate level. Major health and safety and environmental risks The Company takes its responsibilities in the field of health, safety and the environment very seriously and fully recognises the potential human, reputational and financial consequences of these risks. The business has dedicated teams addressing these risks and follows relevant policies and procedures. During the year the Company continued to take extensive steps to create safe environments for its customers and employees. This involved investment in both training of employees and the physical set up of sites.
This report was approved by the board and signed on its behalf.
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CGL RESTAURANT HOLDINGS
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The directors present their report and the financial statements for the year ended 30 September 2024.
The director who served during the year was:
D M Loewi resigned on 31 December 2024 G E Cox resigned on 17 February 2025 C M Salmon was appointed after the year end, on 21 February 2025 M J Williams was appointed after the year end, on 31 March 2025
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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CGL RESTAURANT HOLDINGS
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The company is part of the D&D Group of restaurants. In April 2025 the Group relaunched under a new brand and identity, Evolv collection, poised for future growth.
On 17 October 2023 the former ultimate owner, Panther Partners Limited, was placed into administration. As a result, the amounts owed to Panther Partners Limited totalling £85,011k were waived and have been recognised as income within exceptional items.
The auditors, Sumer Auditco Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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CGL RESTAURANT HOLDINGS
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CGL RESTAURANT HOLDINGS
We have audited the financial statements of CGL Restaurant Holdings (the 'Company') for the year ended 30 September 2024, which comprise the Profit and loss account, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of 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).
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 Auditors' 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 United Kingdom, including the Financial Reporting Council'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.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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CGL RESTAURANT HOLDINGS
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CGL RESTAURANT HOLDINGS (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.
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CGL RESTAURANT HOLDINGS
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CGL RESTAURANT HOLDINGS (CONTINUED)
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 Auditors' 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 extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
In order to identify and assess the risks of material misstatements, including fraud and non-compliance with laws
and regulations that could be expected to have a material impact on the financial statements, we have
considered:
∙the results of our enquiries of management and those charged with governance of their assessment of the risks of fraud and irregularities;
∙the nature of the company, including its management structure and control systems (including the
∙opportunity for management to override such controls);
∙management’s incentives and opportunities for fraudulent manipulation of the financial statements including the company’s remuneration and bonus policies and performance targets; and
∙the industry and environment in which it operates.
We also considered UK tax and pension legislation and laws and regulations relating to employment and the preparation and presentation of the financial statements such as the Companies Act 2006.
Based on this understanding we identified the following matters as being of significance to the entity:
∙laws and regulations considered to have a direct effect on the financial statements including UK financial reporting standards, Company Law, tax and pension legislation, distributable profits legislation;
∙compliance with legislation relating to GDPR;
∙management bias in selecting accounting policies and determining estimates;
∙inappropriate journal entries; and
∙the requirement to impair investments and the amount of any such impairment.
We communicated the outcomes of these discussions and enquiries, as well as consideration as to where and how fraud may occur in the entity, to all engagement team members.
Audit procedures were undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised:
∙enquiries of management and those charged with governance as to whether the entity complies with such laws and regulations;
∙enquiries with the same concerning any actual or potential litigation or claims;
∙discussion with the same regarding any known or suspected instances of non-compliance with laws and regulation and fraud;
∙inspection of relevant legal correspondence;
∙assessment of matters reported to management and the result of the subsequent investigation;
∙obtaining an understanding of the relevant controls during the period;
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CGL RESTAURANT HOLDINGS
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CGL RESTAURANT HOLDINGS (CONTINUED)
∙challenging key assumptions made by management in their specific accounting policies and estimates, in particular in relation to impairment of investments;
∙identifying and testing journal entries, in particular any journal entries posted with unusual account combinations or crediting revenue or cash;
∙challenging key assumptions made by management in their assessment of any impairment to the carrying value of the investments;
∙reviewing the financial statements for compliance with the relevant disclosure requirements;
∙performing analytical procedures to identify any unusual or unexpected relationships or unexpected
∙movements in account balances which may be indicative of fraud;
∙reviewing the minutes of Board meetings and correspondence with HMRC;
∙evaluating the underlying business reasons for any unusual transactions; and
∙considered the implementation of controls during the year.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' 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 Auditors' 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.
for and on behalf of
Chartered Accountants
Statutory Auditors
14th Floor
33 Cavendish Square
W1G 0PW
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CGL RESTAURANT HOLDINGS
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
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CGL RESTAURANT HOLDINGS
REGISTERED NUMBER: 05867334
BALANCE SHEET
AS AT 30 SEPTEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 12 to 23 form part of these financial statements.
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