Caseware UK (AP4) 2023.0.135 2023.0.135 2024-09-302024-09-30truetruetruetruetrue2023-10-01true00truefalse 04116983 2023-10-01 2024-09-30 04116983 2022-10-01 2023-09-30 04116983 2024-09-30 04116983 2023-09-30 04116983 2022-10-01 04116983 1 2023-10-01 2024-09-30 04116983 d:CompanySecretary1 2023-10-01 2024-09-30 04116983 d:Director4 2023-10-01 2024-09-30 04116983 d:Director5 2023-10-01 2024-09-30 04116983 d:Director6 2023-10-01 2024-09-30 04116983 d:Director7 2023-10-01 2024-09-30 04116983 d:RegisteredOffice 2023-10-01 2024-09-30 04116983 d:Agent1 2023-10-01 2024-09-30 04116983 d:Agent2 2023-10-01 2024-09-30 04116983 d:Agent3 2023-10-01 2024-09-30 04116983 c:ShareCapital 2024-09-30 04116983 c:ShareCapital 2023-09-30 04116983 c:ShareCapital 2022-10-01 04116983 c:SharePremium 2024-09-30 04116983 c:SharePremium 2023-09-30 04116983 c:SharePremium 2022-10-01 04116983 c:RetainedEarningsAccumulatedLosses 2023-10-01 2024-09-30 04116983 c:RetainedEarningsAccumulatedLosses 2024-09-30 04116983 c:RetainedEarningsAccumulatedLosses 2022-10-01 2023-09-30 04116983 c:RetainedEarningsAccumulatedLosses 2023-09-30 04116983 c:RetainedEarningsAccumulatedLosses 2022-10-01 04116983 d:OrdinaryShareClass1 2023-10-01 2024-09-30 04116983 d:OrdinaryShareClass1 2024-09-30 04116983 d:EntityHasNeverTraded 2023-10-01 2024-09-30 04116983 d:FRS101 2023-10-01 2024-09-30 04116983 d:Audited 2023-10-01 2024-09-30 04116983 d:FullAccounts 2023-10-01 2024-09-30 04116983 d:PrivateLimitedCompanyLtd 2023-10-01 2024-09-30 04116983 e:PoundSterling 2023-10-01 2024-09-30 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 04116983









BWG WHOLESALE LIMITED









DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2024

 
BWG WHOLESALE LIMITED
 

CONTENTS



Page
Company Information
1
Directors' Report
2 - 3
Statement of Directors' Responsibilities in respect of the Directors' Report and the Financial Statements
4
Independent Auditor's Report to the members of BWG Wholesale Limited
5 - 8
Statement of Profit and Loss and Other Comprehensive Income
9
Balance Sheet
10
Statement of Changes in Equity
11
Notes to the Financial Statements
12 - 14

 
BWG WHOLESALE LIMITED
 
 
COMPANY INFORMATION


Directors
A Keane (Irish resident) 
S Marriott (Irish resident) 
J Moane (Irish resident) 
P Donohoe (Irish resident) 




Company secretary
J Kane (Irish resident)



Registered number
04116983



Registered office
c/o Appleby Westward
Moorlands Industrial Estate

Saltash Plymouth

Cornwall

PL126LX

United Kingdom




Auditor
KPMG
Chartered Accountants

1 Stokes Place

St. Stephen's Green

Dublin 2




Bankers
The Governor and Company of the Bank of Ireland
40 Mespil Road

Dublin 4





Barclays Bank Ireland Plc

1 Molesworth Street

Dublin 1





Rabo Bank Plc

76 Sir John Rogerson's Quay

Dublin 2




Solicitors
McCann Fitzgerald

Riverside One

Sir John Rogerson's Quay

Dublin 2




Page 1

 
BWG WHOLESALE LIMITED
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024

The directors present their report and the financial statements of BWG Wholesale Limited for the year ended 30 September 2024.

Principal activities and future developments

The company did not trade during the year and the directors do not expect the trade to recommence in theforeseeable future.

Business review

Details of the result for the year are set out in the Statement of Profit and Loss and Other Comprehensive Income on page 9 and the related notes.

Results and dividends

The company did not trade during the year or the preceding financial year.

There were no dividends propsed or paid during the year (2023: £NIL).

Directors' and Secretary's interests

The directors who served during the year were:

A Keane (Irish resident) 
S Marriott (Irish resident) 
J Moane (Irish resident) 
P Donohoe (Irish resident) 
In accordance with the Constitution, the directors are not required to retire by rotation and accordingly 
they will continue in office.
There has been no contract or arrangement with the company during the year in which a director of 
the company was materially interested and which was significant in relation to the company's business.
The company secretary does not have any interest in the shares of BWG Wholesale Limited.

Political contributions

During the year, the company made no political or charitable contributions that would require disclosure 
(2023: €NIL).

Going concern

The financial statements have been prepared on a going concern basis.
The directors have a reasonable expectation that the Company has adequate resources to continue inoperational existence for the foreseeable future. For this reason, they continue to adopt the going 
concern basisin preparing the financial statements.

Exemption from preparation of strategic report

The company has availed of the exemption available under section 414B of the Companies Act 2006 
(Strategic Report and Directors's report) Regulation 2013 from implementing the strategic report 
requirements as thecompany qualifies as a small company for Company Law purposes.

Page 2

 
BWG WHOLESALE LIMITED
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company's auditor is aware of that information.

Post balance sheet events

There have been no significant events affecting the company since the year end.

Auditor

The auditor, KPMGwill 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.
 





A Keane (Irish resident)
Director

Date: 3 March 2025

c/o Appleby Westward
Moorlands Industrial Estate
Saltash Plymouth
Cornwall
PL126LX
United Kingdom

Page 3

 
BWG WHOLESALE LIMITED
 
 
STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RESPECT OF THE DIRECTORS' REPORT AND FINANCIAL STATEMEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

The directors are responsible for preparing the directors' report and the financial statements of BWG Wholesale Limited in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements of BWG Wholesale Limited for each financial year. Under that law they have elected to prepare the financial statements in accordance with Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. 
 
Under company law the directors must not approve the financial statements of BWG Wholesale Limited unless they are satisfied that they give
 a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.

 In preparing these financial statements of BWG Wholesale Limited, the directors are required to:

select suitable accounting policies and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

prepare the financial statements on the going concern basis.

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 2006They 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.

Page 4

 

 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BWG WHOLESALE LIMITED
 


Report on the audit of the financial statements

Opinion

We have audited the financial statements of BWG Wholesale Limited (‘‘the Company’’) for the year ended 30 September 2024, set out on pages 9 to 14, which comprise the statement of profit and loss account and other comprehensive income, the balance sheet, the statement of changes in equity and the related notes, including the summary of significant accounting policies set out in note 1. The financial reporting framework that has been applied in their preparation is UK law and FRS 101 Reduced Disclosure Framework.

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 result for the year then ended; 
the financial statements have been properly prepared in accordance with FRS 101 Reduced Disclosure Framework issued by the UK’s Financial Reporting Council; and
the financial statements have been properly prepared in accordance with the requirements of the Companies Act 2006

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the company in accordance with ethical requirements that are relevant to our audit of financial statements in the UK, including the Financial Reporting Council (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

The directors have prepared the financial statements on the going concern basis as they do not intend to liquidate the Company or to cease its operations, and as they have concluded that the Company’s financial position means that this is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over its ability to continue as a going concern for at least a year from the date of approval of the financial statements (“the going concern period”).

In our evaluation of the directors' conclusions, we considered the inherent risks to the Company’s business model and analysed how those risks might affect the Company’s financial resources or ability to continue operations over the going concern period.

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 the date 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.
Page 5

 

 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BWG WHOLESALE LIMITED
 

Report on the audit of the financial statements (continued)

Conclusions relating to going concern (continued)

However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time they were made, the absence of reference to a material uncertainty in this auditor's report is not a guarantee that the Company will continue in operation.

Detecting irregularities including fraud

We identified the areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements and risks of material misstatement due to fraud, using our understanding of the entity's industry, regulatory environment and other external factors and inquiry with the directors. In addition, our risk assessment procedures included: inquiring with the directors as to the Company’s policies and procedures regarding compliance with laws and regulations and prevention and detection of fraud; inquiring whether the directors have knowledge of any actual or suspected non-compliance with laws or regulations or alleged fraud; inspecting the Company’s regulatory and legal correspondence; and reading Board minutes.

We discussed identified laws and regulations, fraud risk factors and the need to remain alert among the audit team.

The Company is subject to laws and regulations that directly affect the financial statements including companies and financial reporting legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items, including assessing the financial statement disclosures and agreeing them to supporting documentation when necessary. 

The company, is not subject to other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements.

Auditing standards limit the required audit procedures to identify non-compliance with these non-direct laws and regulations to inquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. These limited procedures did not identify actual or suspected non-compliance.

We assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. As required by auditing standards, we performed procedures to address the risk of management override of controls and the risk of fraudulent revenue recognition. We did not identify any additional fraud risks.

In response to risk of fraud, we also performed procedures including: identifying journal entries to test based on risk criteria and comparing the identified entries to supporting documentation; evaluating the business purpose of significant unusual transactions; assessing significant accounting estimates for bias; and assessing the disclosures in the financial statements.

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 remains 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.
Page 6

 

 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BWG WHOLESALE LIMITED
 

Report on the audit of the financial statements (continued)

Other information

The directors are responsible for the other information presented in the Annual Report together with the financial statements. The other information comprises the information included in the directors’ report. The financial statements and our auditor’s report thereon do not comprise part of the other information.  Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except as explicitly stated below, any form of assurance conclusion thereon. 
Our responsibility is to read the other information and, in doing so, consider whether, based on our financial statements audit work, the information therein is materially misstated or inconsistent with the financial statements or our audit knowledge.  Based solely on that work we have not identified material misstatements in the other information.

Opinions on other matters prescribed by the Companies Act 2006

Based solely on our work on the other information undertaken during the the course of audit;
 
we have not identified material misstatements in the directors report;
in our opinion, the information given in the directors’ report is consistent with the financial statements;
in our opinion, the directors’ report has been prepared in accordance with the Companies Act 2006. 

Matters on which we are required to report by exception

Under the Companies Act 2006 we are required 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 directors’ remuneration specified by law are not made; or  
we have not received all the information and explanations we require for our audit; 

We have nothing to report in regard to these respects.
Respective responsibilities and restrictions on use
Responsibilities of directors for the financial statements
As explained more fully in the directors’ responsibilities statement set out on page 4, the directors are responsible for: the preparation of the financial statements including being satisfied that they give a true and fair view; such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error; 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 they either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Page 7

 

 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BWG WHOLESALE LIMITED
 


Respective responsibilities and restrictions on use(continued)

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, other irregularities or error, and to issue an opinion in an auditor's report. 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, other irregularities or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.  

A fuller description of our responsibilities is provided on FRC's website at;
 www.frc.org.uk/auditresponsibilities.

The purpose of our audit work and to whom we owe our responsibilities
 
Our 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.                                                                                                                                                                                                                                                            



Keith Watt (Audit Partner)      Date:03 March 2025

  
for and on behalf of

KPMG                                                                    
Chartered Accountants, Statutory Audit Firm
1 Stokes Place
St. Stephen's Green
Dublin 2
Page 8

 
BWG WHOLESALE LIMITED
 
 
STATEMENT OF PROFIT AND LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024

The Company has not traded during the year or the preceding financial year. During these years, the Company received no income and incurred no expenditure and therefore made neither profit nor a loss. Accordingly no statement of other comprehensive income has been presented.
The notes on pages 12 to 14 form part of these financial statements

Page 9

 
BWG WHOLESALE LIMITED
REGISTERED NUMBER:04116983

BALANCE SHEET
AS AT 30 SEPTEMBER 2024

2024
2023
Note
£
£

  

Net assets
  
 
-
 
-


Capital and reserves
  

Called up share capital 
 5 
7,504,000
7,504,000

Share premium account
  
28,593,483
28,593,483

Profit and loss account
  
(36,097,483)
(36,097,483)

Shareholders' funds
  
-
-




The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




A Keane (Irish resident)
Director

Date: 3 March 2025

The notes on pages 12 to 14 form part of these financial statements.
Page 10

 
BWG WHOLESALE LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£


At 1 October 2022
7,504,000
28,593,483
(36,097,483)
-


Total comprehensive income for the year

Result for the year
-
-
-
-



At 1 October 2023
7,504,000
28,593,483
(36,097,483)
-


Total comprehensive income for the year

Result for the year
-
-
-
-


At 30 September 2024
7,504,000
28,593,483
(36,097,483)
-


The notes on pages 12 to 14 form part of these financial statements.
Page 11

 
BWG WHOLESALE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

1.Accounting policies

 
1.1

Basis of preparation of financial statements

The financial statements are presented in sterling and  have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework'  ("FRS 101") and the Companies Act 2006. There have been no material departures from the Standards.

The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies (see note 2).

The company has considered and adopted all new standards, interpretations and amendments to existing standards that are effective as at year end. These amendments had no material impact on the financial statements.

 
1.2

Financial reporting standard 101 - reduced disclosure exemptions

In preparing these financial statements, the company applies the recognition, measurement and disclosure requirements of International Financial Reporting Standards as adopted by the UK ("Adopted IFRS") but makes amendments where necessary in order to comply with the Companies Act 2006.
 
The company has taken advantage of the following disclosure exemptions under FRS 101:
the requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers
the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of:
 - paragraph 79(a)(iv) of IAS 1;
the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements
the requirements of IAS 7 Statement of Cash Flows and related notes
the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures
the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member

 
1.3

Going concern

The financial statements have been prepared on a going concern basis. 
The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the financial statements.

  
1.4

Consolidated accounts

The company was at the end of the period, a wholly owned subsidiary of another company incorporated outside the EEA and in accordance with section 401 of the Companies Act 2006, is not required to produce, and has not published, consolidated accounts.
Page 12

 
BWG WHOLESALE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements in conformity with FRS 101 requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. 
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.
No material estimates have been made in the preparation of these accounts.


3.


General Information

BWG Wholesale Limited ("the Company") is a private company incorporated, registered and domiciled in England/Wales. The registered number number is 04116983 and its register office is located at c/o Appleby Westward, Moorlands Trading Estate, Saltash, Plymouth, Cornwall, PL126LX.


4.


Statutory and other information

Auditor's remuneration of £2,000 (2023: £2,000) for audit and tax services was borne by a related company.


The company has no employees other than the directors, who did not receive any remuneration (2023: £NIL).


5.


Share capital

2024
2023
£
£
Shares presented as equity

Authorised



20,000,000 ordinary shares of £1.00 each
20,000,000
20,000,000

Allotted, called up and fully paid



7,504,000 ordinary shares of £1.00 each
7,504,000
7,504,000


Each ordinary share shall entitle the holder thereof to receive notice of and to attend, speak and vote at any meeting of the company. 



6.


Post balance sheet events

There were no significant post balance sheet events which require adjustment to, or disclosure in,
the company's financial statements.

Page 13

 
BWG WHOLESALE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

7.


Controlling party

The Company is a wholly owned subsidiary of Triode Acquisitions UK Limited, a company incorporated in the UK. The company's ultimate parent undertaking is The Spar Group Limited, a company incorporated in South Africa.  The registered office is 22 Chancery Lane, PO Box 1589, Pinetown 3600.
The Spar Group Limited includes the company in its consolidated financial statements and these are prepared in accordance with the relevant accounting standards, and are available to the public. The financial statements are available on their website at www.spar.co.za.

Page 14