Company registration number 05265615 (England and Wales)
UNITED CARPETS (FRANCHISOR) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
UNITED CARPETS (FRANCHISOR) LIMITED
COMPANY INFORMATION
Director
P R Eyre
Secretary
M Ellis
Company number
05265615
Registered office
Moorhead House
Moorhead Way
Bramley
Rotherham
South Yorkshire
S66 1YY
Auditor
Sumer Auditco Limited
Fourth Floor
Unit 5B, The Parklands
Bolton
BL6 4SD
Bankers
Santander UK Plc
1st Floor
Telegraph House
High Street
Sheffield
S1 2AN
Solicitors
Gateley Plc
One Eleven
Edmund Street
Birmingham
B3 2HJ
UNITED CARPETS (FRANCHISOR) LIMITED
CONTENTS
Page
Strategic report
1 - 3
Director's report
4 - 5
Independent auditor's report
6 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Notes to the financial statements
12 - 24
UNITED CARPETS (FRANCHISOR) LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 1 -
The director presents the strategic report for the period ended 30 September 2024.
Review of the business
The financial year-end to 30 September 2024 for us, and like many retailers in the flooring industry, remained competitive. As a predominately Franchised business and in an ever-tightening market we saw a decrease in LFL sales of 3.6% against an increase of 1.1% in LFL sales in the prior year.
The Franchise network, like all businesses in 2024, was hit with the continued cost-of-living crisis that has been affecting our customers and competitors alike. The volatility of oil prices linked to Ukraine, and as of writing, the tensions in the Middle East have maintained a sense of pessimism in the market. Inflation remains sticky and interest rates remain high; retail traders have been feeling the effects none other than Carpetright who fell into administration in July 24.
We are pleased to maintain the excellent relationships we have with our key suppliers, there is no doubt that this allows us to keep our price increases to a minimum and therefore we keep our prices competitive for customers. So, against this backdrop, our LFL sales for the period up to publication have increased by 6.9% showing the strength of our Franchise model.
As of 1 October 2023, the company operated from 58 stores of which 46 were franchised and 12 were corporate stores. During the year under review, one store was closed and two were transferred to corporate ownership resulting in a total of 57 stores of which 43 were franchised and 14 were corporate by the year end.
Financial review
Revenue, which includes marketing and rental costs incurred by the company and recharged to franchisees, increased by 9% to £15.3m (2023: £14.0m) during the year. The impact of having more corporate stores does increase the turnover however, given the current challenging global economic environment, still illustrates the successful sales and marketing incentives undertaken in the year.
Cost of sales as a percentage of turnover increased to 26.9% (2023: 24.7%). As a business, we have tried to keep costs down but given the current economic climate and continued inflationary pressures, it has been inevitable that cost prices would increase. The management team remains positive and pleased with this performance and whilst no increase is palatable this does demonstrate the effective monitoring and cost control measures implemented.
Profit before tax was £0.1m (2023: £0.3m), a decrease of £0.2m. This small decrease reflects increased costs across the network.
At the year end the net assets of the company amounted to £1.8m. The management board is satisfied that the company has significant reserves, providing financial strength and permitting opportunities in respect of further expansion to be facilitated in line with the longer-term growth strategy.
Principal risks and uncertainties
The company makes little use of financial instruments other than an operational bank account and trade receivables and payables.
Price Risk
The company is exposed to price risk in relation to the cost of stock for resale. The company monitors trends in the market closely and liaises with related companies and third-party suppliers in relation to fluctuations in the prices and impact on future profitability. The company does not hedge its future stock purchase requirement but it does seek to recover major movements in the commodity price through price adjustments with its customers when appropriate.
Liquidity Risk
The company seeks to manage financial risk by ensuring liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably.
UNITED CARPETS (FRANCHISOR) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 2 -
Principal risks and uncertainties (continued)
Interest Rate Risk
The company finances its operations predominately through retained profits and via group and related company funding arrangements. The company exposure to interest rate fluctuations on its borrowings is managed by the use of both fixed and floating facilities.
Foreign Currency Risk
The company's activities expose it to the financial risks of changes in foreign currency exchange rates. Some of the company's inventory purchases are in US dollars and Euros. The company does not hedge its foreign currency exchange transactions on the basis any fluctuations in exchange rates are not expected to have a significant impact on our results and we continue to minimise this risk in our commercial arrangements with customers and suppliers.
Credit Risk
The principal credit risk arises from trade debtors. Most customers have paid for their goods before the company fits / delivers. Any customers that seek credit are directed to our third-party credit providers. A provision for doubtful debts is monitored against any non-payment of debts and a provision is made if necessary.
Key performance indicators
The company reviews and monitors its performance against a number of key performance indicators both financial and non-financial. The principal measures include revenue growth, maintaining service levels, improvement of gross margins, number of operational stores and debtor days. These are reviewed by the management team and reported to the Board on a monthly basis.
The Directors have and will continue to monitor all of the KPI’s and daily operating controls and maintain a strong focus on increasing performance in all aspects of the business.
The main KPIs and corresponding results are as follows:
The increase in revenue achieved in the year is satisfactory and in line with expectations, partly due to franchise stores transferring to corporate stores in the year.
The net assets of the company remain substantial for its size at £1.8m which illustrates the financial strength of the company.
UNITED CARPETS (FRANCHISOR) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 3 -
Personnel
The success of the company is dependent on the continued service of its key management personnel and franchisees and on its ability to attract, motivate, and retain suitably qualified individuals. The company has competitive reward packages for all staff and significant earnings potential for successful franchisees. The company seeks to train and develop all staff and franchisees to continually improve product knowledge and customer service.
We would like to take this opportunity to thank the staff once again and especially the franchisees for their professionalism and support.
P R Eyre
Director
26 June 2025
UNITED CARPETS (FRANCHISOR) LIMITED
DIRECTOR'S REPORT
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 4 -
The director presents his annual report and financial statements for the period ended 30 September 2024.
Principal activities
The principal activity of the company continued to be that of carpet and bed retailing, primarily through a mix of corporate and franchised retail outlets.
Results and dividends
The results for the period are set out on page 9.
No ordinary dividends were paid. The director does not recommend payment of a final dividend.
Director
The director who held office during the period and up to the date of signature of the financial statements was as follows:
P R Eyre
Future developments
We continue to roll out our new branding across the network, resulting in the customer's in-store experience matching the visuals outside of the store. Going forward however remains challenging and we are focused on the basics of our operation which are product, price, and our customers. We continue to review and update where necessary customer offerings which we believe continue to make us competitive and relevant and one step ahead of the competition.
Auditor
The auditor, Sumer Auditco Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of director's responsibilities
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; and
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.
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.
UNITED CARPETS (FRANCHISOR) LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 5 -
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
P R Eyre
Director
26 June 2025
UNITED CARPETS (FRANCHISOR) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF UNITED CARPETS (FRANCHISOR) LIMITED
- 6 -
Opinion
We have audited the financial statements of United Carpets (Franchisor) Limited (the 'company') for the period ended 30 September 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
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 period then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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 period 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.
UNITED CARPETS (FRANCHISOR) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF UNITED CARPETS (FRANCHISOR) LIMITED (CONTINUED)
- 7 -
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.
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.
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussions with the directors (as required by auditing standards) and discussed with the directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.
Firstly, the company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
Secondly, the company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: laws related to provision of consumer credit and secondary credit broking as regulated by the Financial Conduct Authority. Other applicable laws and regulations include employment, health & safety and data protection.
UNITED CARPETS (FRANCHISOR) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF UNITED CARPETS (FRANCHISOR) LIMITED (CONTINUED)
- 8 -
Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
We design procedures in line with our responsibilities, outlined below to detect material misstatement due to fraud:
Matters are discussed amongst the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud
Identifying and assessing the design and effectiveness of controls that management have in place to prevent and detect fraud
Detecting and responding to the risks of fraud following discussions with management and enquiring as to whether management have knowledge of any actual, suspected or alleged fraud;
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Nilesh Modhvadia (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited, Statutory Auditor
Fourth Floor
Unit 5B, The Parklands
Bolton
BL6 4SD
26 June 2025
UNITED CARPETS (FRANCHISOR) LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 9 -
Period
Period
ended
ended
30 September
28 September
2024
2023
Notes
£
£
Turnover
3
15,312,226
13,958,623
Cost of sales
(4,121,575)
(3,445,083)
Gross profit
11,190,651
10,513,540
Administrative expenses
(11,094,945)
(10,196,488)
Operating profit
4
95,706
317,052
Interest payable and similar expenses
6
(9,870)
(14,363)
Profit before taxation
85,836
302,689
Tax on profit
7
8,245
11,188
Profit for the financial period
94,081
313,877
The profit and loss account has been prepared on the basis that all operations are continuing operations.
UNITED CARPETS (FRANCHISOR) LIMITED
BALANCE SHEET
AS AT
30 SEPTEMBER 2024
30 September 2024
- 10 -
As at
As at
30 September 2024
28 September 2023
Notes
£
£
£
£
Fixed assets
Intangible assets
8
75,750
31,150
Tangible assets
9
1,271,498
1,573,089
1,347,248
1,604,239
Current assets
Stocks
10
1,332,217
1,263,141
Debtors
11
3,598,761
3,507,929
Cash at bank and in hand
733,011
544,226
5,663,989
5,315,296
Creditors: amounts falling due within one year
12
(4,313,094)
(4,046,443)
Net current assets
1,350,895
1,268,853
Total assets less current liabilities
2,698,143
2,873,092
Creditors: amounts falling due after more than one year
13
(97,096)
(210,603)
Provisions for liabilities
Provisions
15
819,501
945,450
Deferred tax liability
16
29,574
(819,501)
(975,024)
Net assets
1,781,546
1,687,465
Capital and reserves
Called up share capital
18
180
180
Share premium account
19
330,000
330,000
Profit and loss reserves
1,451,366
1,357,285
Total equity
1,781,546
1,687,465
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved and signed by the director and authorised for issue on 26 June 2025
P R Eyre
Director
Company registration number 05265615 (England and Wales)
UNITED CARPETS (FRANCHISOR) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 11 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 October 2022
180
330,000
1,043,408
1,373,588
Period ended 28 September 2023:
Profit and total comprehensive income
-
-
313,877
313,877
Balance at 28 September 2023
180
330,000
1,357,285
1,687,465
Period ended 30 September 2024:
Profit and total comprehensive income
-
-
94,081
94,081
Balance at 30 September 2024
180
330,000
1,451,366
1,781,546
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 12 -
1
Accounting policies
Company information
United Carpets (Franchisor) Limited is a private company limited by shares incorporated in England and Wales. The registered office is Moorhead House, Moorhead Way, Bramley, Rotherham, South Yorkshire, S66 1YY.
1.1
Reporting period
The director decided to extend the accounting reference date to 30 September 2024, to align with other group companies and companies under the control of the ultimate shareholder.
The change is for 2 days and therefore comparative amounts presented in the financial statements (including the related notes) are considered comparable.
1.2
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.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Pre Group Ltd. These consolidated financial statements are available upon request from its registered office, Moorhead House, Moorhead Way, Off Bawtry Road, Rotherham, S66 1YY.
1.3
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.
1.4
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
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.
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 13 -
Franchise commission is recognised net of VAT on the provision of services to franchises in the period in which the services are provided. The initial franchise fee received net of fees earned for the store launch is recognised over the 10-year term of the franchise arrangement.
1.5
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Software
25% p.a. straight line
1.6
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:
Leasehold land and buildings
10% p.a. straight line
Fixtures and fittings
10-25% p.a. straight line
Motor vehicles
25% p.a. straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.7
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 14 -
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.
1.8
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
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.
1.9
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.
1.10
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.
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 15 -
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.11
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.
1.12
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 16 -
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.
1.13
Provisions
Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
1.14
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.
1.15
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.16
Leases
As lessee
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 17 -
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.
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.
Tangible fixed assets
Tangible fixed are depreciated over their useful economic lives taking into account residual values, where appropriate. The actual lives of the tangible fixed assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, all relevant known factors are taken to account but there is inherent uncertainty present in making this assessment.
During the period a depreciation charge of £315,366 (2023: £326,003) was calculated based on accounting policies applied.
Refer to note 9, showing the tangible fixed assets carrying values impacted by this key accounting estimate.
Stock provision
The company considers it necessary to evaluate the recoverability of the cost stock. The stock levels are constantly reviewed and should there be an indication of obsolescence, the stock is written down to its assessed net realisable value.
At the balance sheet date, the stock provision was £131,165 (2023: £107,288).
Refer to note 10, showing the stock balance impacted by this key accounting estimate.
Trade receivables
Trade receivables are recognised to the extent that they are judged recoverable. Management reviews are performed to estimate the level of provision required for irrecoverable debt. Provisions are made specifically against invoices where recoverability is uncertain.
At the balance sheet date, the provision for bad and doubtful debts was £301,197 (2023; £304,360).
Refer to note 11, showing the trade debtor balance impacted by this key accounting estimate.
Onerous lease and dilapidation provision
The company considers it necessary to evaluate the costs of exiting a lease ahead of the agreed lease terms and returning the leased properties to their original condition as required on termination of the lease term per the lease agreements.
At the balance sheet date, management have recognised a provision of £819,501 (2023; £945,450).
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 18 -
3
Turnover
2024
2023
£
£
Turnover analysed by class of business
Sale of goods
8,191,366
6,731,057
Fees receivable
7,120,860
7,227,566
15,312,226
13,958,623
All turnover arose within the United Kingdom.
4
Operating profit
2024
2023
Operating profit for the period is stated after charging:
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
17,000
18,500
Depreciation of owned tangible fixed assets
281,765
297,978
Depreciation of tangible fixed assets held under finance leases
33,601
28,025
Amortisation of intangible assets
-
3,075
5
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2024
2023
Number
Number
Administration
15
13
Warehouse and stores
55
42
Total
70
55
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
1,829,784
1,442,538
Social security costs
154,238
131,566
Pension costs
34,282
27,265
2,018,304
1,601,369
No remuneration was paid to the director.
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 19 -
6
Interest payable and similar expenses
2024
2023
£
£
Interest on bank overdrafts and loans
259
321
Interest payable to group undertakings
4,130
3,418
Interest on finance leases and hire purchase contracts
5,481
4,087
Other interest
6,537
9,870
14,363
7
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
30,078
46,515
Deferred tax
Origination and reversal of timing differences
(38,323)
(57,703)
Total tax credit
(8,245)
(11,188)
The actual credit for the period can be reconciled to the expected charge for the period based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
85,836
302,689
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 25.00%)
21,459
75,672
Tax effect of expenses that are not deductible in determining taxable profit
1,634
Group relief
(26,250)
Permanent capital allowances in excess of depreciation
(1,729)
Depreciation on assets not qualifying for tax allowances
8,940
9,722
Tax at marginal rate
(6,363)
Other differences
(12,394)
(90,124)
Taxation credit for the period
(8,245)
(11,188)
Deferred tax has been recognised at a rate of 25%. In October 2022, the government announced an increase in the corporation tax main rate from 19% to 25% for companies with profit over £250,000. There is a small company rate of 19% for taxable profits under £50,000 and marginal relief available for profits falling between £50,000 - £250,000 with effect from 1 April 2023.
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 20 -
8
Intangible fixed assets
Software
£
Cost
At 29 September 2023
50,520
Additions
44,600
At 30 September 2024
95,120
Amortisation and impairment
At 29 September 2023 and 30 September 2024
19,370
Carrying amount
At 30 September 2024
75,750
At 28 September 2023
31,150
9
Tangible fixed assets
Leasehold land and buildings
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
Cost
At 29 September 2023
1,575,505
1,671,492
146,624
3,393,621
Additions
12,625
55,992
68,617
Disposals
(70,625)
(92,679)
(163,304)
At 30 September 2024
1,517,505
1,634,805
146,624
3,298,934
Depreciation and impairment
At 29 September 2023
710,136
1,079,316
31,080
1,820,532
Depreciation charged in the period
143,958
134,752
36,656
315,366
Eliminated in respect of disposals
(48,083)
(60,379)
(108,462)
At 30 September 2024
806,011
1,153,689
67,736
2,027,436
Carrying amount
At 30 September 2024
711,494
481,116
78,888
1,271,498
At 28 September 2023
865,369
592,176
115,544
1,573,089
Tangible fixed assets includes assets held under finance leases or hire purchase contracts, as follows:
2024
2023
£
£
Motor vehicles
72,777
106,377
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 21 -
10
Stocks
2024
2023
£
£
Finished goods and goods for resale
1,332,217
1,263,141
11
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
495,256
544,043
Amounts owed by group undertakings
2,362,100
2,331,398
Other debtors
96
Prepayments and accrued income
732,656
632,392
3,590,012
3,507,929
2024
2023
Amounts falling due after more than one year:
£
£
Deferred tax asset (note 16)
8,749
Total debtors
3,598,761
3,507,929
12
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Obligations under finance leases
14
41,688
40,162
Trade creditors
1,191,613
1,258,031
Amounts owed to group undertakings
894,132
447,307
Corporation tax
30,078
46,515
Other taxation and social security
1,129,306
912,264
Other creditors
629,956
555,749
Accruals and deferred income
396,321
786,415
4,313,094
4,046,443
Amounts owed to group undertakings includes a secured, interest bearing, inter-company loan of £50,000 (2023: £50,000). The loan is secured by way of a fixed and floating charge over the assets of the company, and an inter-company cross guarantee with the fellow subsidiaries of United Carpets Group Limited. The interest rate on the loan is base rate plus 3%.
Obligations under finance leases and hire purchase contracts are secured on the assets to which they relate.
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 22 -
13
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Obligations under finance leases
14
7,641
49,328
Accruals and deferred income
89,455
161,275
97,096
210,603
Obligations under finance leases and hire purchase contracts are secured on the assets to which they relate.
14
Finance lease obligations
2024
2023
Future minimum lease payments due under finance leases:
£
£
Within one year
41,688
40,162
In two to five years
7,641
49,328
49,329
89,490
Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
15
Provisions for liabilities
2024
2023
£
£
Provisions
819,501
945,450
Movements on provisions:
Provisions
£
At 29 September 2023
945,450
Additional provisions in the year
446,376
Utilisation of provision
(572,325)
At 30 September 2024
819,501
The above provision reflects an estimate of the potential cost associated with vacating a small number of underperforming stores. In 2024, 1 store (2023: 1) was vacated during the period and it is expected that the remaining provision will be utilised between 2025 and 2026.
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 23 -
16
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Balances:
£
£
£
£
Accelerated capital allowances
-
74,477
(11,119)
-
Retirement benefit obligations
-
(679)
743
-
Other timing differences
-
(44,224)
19,125
-
-
29,574
8,749
-
2024
Movements in the period:
£
Liability at 29 September 2023
29,574
Credit to profit or loss
(38,323)
Asset at 30 September 2024
(8,749)
The deferred tax liability set out above predominately relates to accelerated capital allowances which are expected to release over the useful economic life of the associated tangible fixed assets. Other short term timing differences such as pension obligations attract corporation tax relief when paid.
17
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
34,282
27,265
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.
As at the year-end, contributions due to the schemes in respect of the current reporting period were £7,010 (2023: £6,412).
18
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
180
180
180
180
19
Share premium account
The share premium account represents the excess of consideration received over the nominal value of shares issued.
UNITED CARPETS (FRANCHISOR) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2024
- 24 -
20
Financial commitments, guarantees and contingent liabilities
The company has entered into an unlimited cross guarantee covering the borrowings its parent company United Carpets Group Limited, in favour of Santander UK Plc. At the balance sheet date the potential added liability for the company under this cross guarantees is £3,140,832 (2023: £3,063,932).
21
Related party transactions
The company has taken advantage of the exemption available in accordance with FRS 102 section 33.1A 'Related party disclosures' not to disclose transactions entered into between two or more members of a group, as the company is a wholly owned subsidiary undertaking of the group to which it is party to the transactions.
During the period, the company made sales of £2,075 (2023: £100) to Elite Lifestyle Parks Limited, a company in which P R Eyre is a director and shareholder. At the balance sheet date, £Nil (2023: £Nil) was owed by Elite Lifestyle Parks Limited to the company. All trading was on normal commercial terms and balances owed are non-interest bearing, unsecured and repayable on demand.
During the prior period, the company made sales of £1,885 and purchases of £124,322 to companies under common control who are now members of the group. At the prior period end, £74,514 was owed to these companies. All trading was on normal commercial terms and balances owed were non-interest bearing, unsecured and repayable on demand.
22
Ultimate controlling party
The immediate parent company is United Carpets Group Limited, a company registered in England and Wales.
Prior to 29th September 2023, the ultimate parent company was United Carpets Group Limited, a company registered in England and Wales.
From 29th September 2023, the ultimate parent company is Pre Group Ltd, a company registered in England and Wales.
United Carpets (Franchisor) Limited is consolidated within Pre Group Ltd's group financial statements and copies can be obtained on request from the groups registered office, Moorhead House, Moorhead Way, Bramley, Rotherham, England, S66 1YY.
The ultimate controlling party is deemed to be P R Eyre by virtue of his majority shareholding in the company's ultimate parent company in both periods.
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