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Registered number: 14849755










ROCHMA HOLDINGS LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

 
ROCHMA HOLDINGS LIMITED
 
 
COMPANY INFORMATION


Directors
CJ Brightman 
MB Feltham 
RM Feltham 




Registered number
14849755



Registered office
Derwent Buildings High Street
Clay Cross

Chesterfield

S45 9DP




Independent auditors
Shorts
Chartered Accountants & Statutory Auditor

2 Ashgate Road

Chesterfield

S40 4AA




Bankers
Barclays Bank plc





 
ROCHMA HOLDINGS LIMITED
 

CONTENTS



Page
Group Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditors' Report
 
5 - 8
Consolidated Statement of Income and Retained Earnings
 
9
Consolidated Balance Sheet
 
10
Company Balance Sheet
 
11
Consolidated Statement of Changes in Equity
 
12
Company Statement of Changes in Equity
 
13
Consolidated Statement of Cash Flows
 
14 - 15
Consolidated Analysis of Net Debt
 
16
Notes to the Financial Statements
 
17 - 36


 
ROCHMA HOLDINGS LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction
 
Rochma Holdings Limited was incorporated on the 5th May 2023 as a holding company for CMC Chesterfield Limited. As the conditions for merger accounting set out in paragraph 19.27 in FRS 102 have been met, the Company has been able to use merger accounting in order to create merger consolidated accounts for the group.

Business review
 
The financial statements show an increased turnover and a decrease in gross profit margin; these combined results together with controls on costs have resulted in a pre tax profit for the year of £0.45m, down on the previous year. The reduction in pre tax profits have in part been driven by fragile consumer confidence due to cost of living pressures and rising interest rates, which have led to reduced demand and an increase in available inventory throughout the market which in turn have impacted margin.  The results were in line with expectations and were achieved through the hard work of our committed work force and the ongoing support of our stakeholders.

Financial key performance indicators
 
The directors monitor the Group's performance in a number of ways including key performance indicators.
Turnover has decreased to £28.9m (2023: £31.9m)
Gross profit margin has increased to 19.4% (2023: 18.5%) 
Pre-tax profit for the year was £0.45m (2023: £1.05m)
Turnover represents the value of goods supplied and delivered to customers in the year and measures sales growth or decline in value terms. The gross margin is calculated by dividing gross profit by turnover and measures the total profitability of product sales. Pre tax profit or loss is the profit or loss generated by the business from operations including finance income and finance costs before taxation. This indicator measures the overall profitability of the business for the year.

Principal risks and uncertainties
 
Consumer confidence
There is a risk whereby the Group's sales are reduced as its typical customers are adversely affected by a downturn in the economy. Efforts are made to ensure that our exposure to this threat is minimised by ensuring that the Group prices its stocks competitively and regularly reviews its product mix.
Insurance risks
The Group insures its business assets against insurable risks as it deems appropriate.
Interest rates
The business would be adversely affected by a large rise in interest rates as the Group currently has bank borrowings used to finance the business. The Group is confident that it will continue to operate comfortably within the covenants required by the bank and continues to repay the financing in accordance with the banking agreement.
Going concern
At 31 December 2024 the Group had net current liabilities amounting to £32,829 (2023: £296,384). This has improved year on year as a result of the Group reporting a profit before tax for the year ended 31 December 2024 of £445,223 (2023 £1,052,232).
 
Page 1

 
ROCHMA HOLDINGS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


The directors have prepared budgets for the next 12 months, based upon their expectation of realistic sales volume levels which show that the Group will continue to trade profitability and enable it to pay its debts as they fall due. In addition, should additional funding become necessary in the future then the directors are confident that this can be secured at the appropriate levels.
Considering these expected future trading results and following receipt of confirmation from all of the ongoing key stakeholders of their continued support at the required levels, the directors have prepared the accounts on a going concern basis.


This report was approved by the board on 25 June 2025 and signed on its behalf.



CJ Brightman
Director

Page 2

 
ROCHMA HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their report and the financial statements for the year ended 31 December 2024.

Results and dividends

The profit for the year, after taxation, amounted to £330,396 (2023 - £786,885).

No dividends were paid during the year.

Directors

The directors who served during the year were:

CJ Brightman 
MB Feltham 
RM Feltham 

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's financial statements 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 unless it is inappropriate to presume that the Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Disclosure of information to auditors

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 and the Group's auditors are 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 and the Group's auditors are aware of that information.

Page 3

 
ROCHMA HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Auditors

The auditorsShortswill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 25 June 2025 and signed on its behalf.
 





CJ Brightman
Director

Page 4

 
ROCHMA HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROCHMA HOLDINGS LIMITED
 

Opinion


We have audited the financial statements of Rochma Holdings Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024, which comprise the Consolidated Statement of Income and Retained Earnings, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 Group's and of the parent Company's affairs as at 31 December 2024 and of the Group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group 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.


Conclusions relating to going concern


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


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


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


Page 5

 
ROCHMA HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROCHMA HOLDINGS LIMITED (CONTINUED)


Other information


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 ReportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Group 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 Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' 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 by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company 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.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.

Page 6

 
ROCHMA HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROCHMA HOLDINGS LIMITED (CONTINUED)



Auditors' 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 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 Group 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.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: 
 
the engagement team collectively had the appropriate competence, capabilities and skills to identify or  recognise non-compliance with applicable laws and regulations;
through discussions with the directors and other management and from our commercial knowledge and  experience of the sectors that the Company operates in, we identified the laws and regulations applicable to the Company; and 
focusing on the specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Company, we assessed the extent of compliance with those laws and regulations identified above through making enquiries of management and inspecting relevant correspondence.

We assessed the susceptibility of the Company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
 
making enquiries of management as to where they considered there was susceptibility to fraud, their  knowledge of actual, suspected and alleged fraud; and 
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:
 
performed analytical procedures to identify any unusual or unexpected relationships;
considered journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

agreeing financial statement disclosures to underlying supporting documentation;
reading the minutes of those charged with governance;
enquiring of management as to actual and potential litigation and claims; and
considering the relationship with HMRC, relevant regulators and the Company's legal advisors.

Page 7

 
ROCHMA HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROCHMA HOLDINGS LIMITED (CONTINUED)


There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.


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.


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our 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.





Andrew Irvine (Senior Statutory Auditor)
  
for and on behalf of
Shorts
 
Chartered Accountants
Statutory Auditor
  
2 Ashgate Road
Chesterfield
S40 4AA

25 June 2025
Page 8

 
ROCHMA HOLDINGS LIMITED
 
 
CONSOLIDATED STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
Note
£
£

  

Turnover
 5 
28,889,619
31,898,038

Cost of sales
  
(23,286,037)
(26,006,626)

Gross profit
  
5,603,582
5,891,412

Administrative expenses
  
(4,892,724)
(4,621,259)

Other operating income
 6 
179,721
288,456

Operating profit
  
890,579
1,558,609

Interest receivable and similar income
 11 
13
-

Interest payable and similar expenses
 12 
(445,369)
(506,377)

Profit before tax
  
445,223
1,052,232

Tax on profit
 13 
(114,827)
(265,347)

Profit after tax
  
330,396
786,885

  

  

Retained earnings at the beginning of the year
  
737,431
(49,454)

Profit for the year attributable to the owners of the parent
  
330,396
786,885

Retained earnings at the end of the year
  
1,067,827
737,431

  

The notes on pages 17 to 36 form part of these financial statements.

Page 9

 
ROCHMA HOLDINGS LIMITED
REGISTERED NUMBER: 14849755

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 14 
-
-

Tangible assets
 15 
1,830,581
1,808,352

Current assets
  

Stocks
 17 
7,390,051
9,451,262

Debtors: amounts falling due within one year
 18 
164,721
571,133

Cash at bank and in hand
  
424,624
78,407

  
7,979,396
10,100,802

Creditors: amounts falling due within one year
 19 
(8,012,225)
(10,397,186)

Net current liabilities
  
 
 
(32,829)
 
 
(296,384)

Total assets less current liabilities
  
1,797,752
1,511,968

Creditors: amounts falling due after more than one year
 20 
(254,139)
(316,480)

Provisions for liabilities
  

Deferred taxation
 23 
(145,786)
(128,057)

Net assets
  
1,397,827
1,067,431


Capital and reserves
  

Called up share capital 
 24 
300
300

Merger reserve
 25 
329,700
329,700

Profit and loss account
 25 
1,067,827
737,431

  
1,397,827
1,067,431


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 25 June 2025.




CJ Brightman
Director

The notes on pages 17 to 36 form part of these financial statements.

Page 10

 
ROCHMA HOLDINGS LIMITED
REGISTERED NUMBER: 14849755

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Tangible assets
 15 
946,469
966,187

Investments
 16 
300
300

  
946,769
966,487

Current assets
  

Debtors: amounts falling due within one year
 18 
7,486
-

Cash at bank and in hand
  
88,054
5,786

Creditors: amounts falling due within one year
 19 
(1,011,492)
(981,815)

Net current liabilities
  
 
 
(915,952)
 
 
(976,029)

Total assets less current liabilities
  
30,817
(9,542)

  

Provisions for liabilities
  

Deferred taxation
 23 
(92,004)
-

Net liabilities
  
(61,187)
(9,542)


Capital and reserves
  

Called up share capital 
 24 
300
300

Profit and loss account carried forward
  
(61,487)
(9,842)

  
(61,187)
(9,542)


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 25 June 2025.


CJ Brightman
Director

The notes on pages 17 to 36 form part of these financial statements.

Page 11

 
ROCHMA HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Merger reserve
Profit and loss account
Total equity

£
£
£
£


At 1 January 2023
300
329,700
(49,454)
280,546



Profit for the year
-
-
786,885
786,885



At 1 January 2024
300
329,700
737,431
1,067,431



Profit for the year
-
-
330,396
330,396


At 31 December 2024
300
329,700
1,067,827
1,397,827


The notes on pages 17 to 36 form part of these financial statements.

Page 12

 
ROCHMA HOLDINGS LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Profit and loss account
Total equity

£
£
£


At 5 May 2023
-
-
-


Comprehensive income for the year

Loss for the year
-
(9,842)
(9,842)


Contributions by and distributions to owners

Shares issued during the year
300
-
300



At 1 January 2024
300
(9,842)
(9,542)


Comprehensive income for the year

Loss for the year
-
(51,645)
(51,645)


At 31 December 2024
300
(61,487)
(61,187)


The notes on pages 17 to 36 form part of these financial statements.

Page 13

 
ROCHMA HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
£
£

Cash flows from operating activities

Profit for the financial year
330,396
786,885

Adjustments for:

Depreciation of tangible assets
236,705
178,296

(Profit) / loss on disposal of tangible assets
(333)
366

Interest paid
445,369
506,377

Interest received
(13)
-

Taxation charge
114,827
265,347

Decrease/(increase) in stocks
2,061,211
(134,024)

Decrease/(increase) in debtors
413,898
(183,749)

(Decrease)/increase in creditors
(2,422,564)
494,825

Corporation tax paid
(97,390)
(48,924)

Net cash generated from operating activities

1,082,106
1,865,399


Cash flows from investing activities

Purchase of tangible fixed assets
(258,934)
(1,166,114)

Sale of tangible fixed assets
333
834

Interest received
13
-

HP interest paid
(21,595)
(13,353)

Net cash used in investing activities

(280,183)
(1,178,633)

Cash flows from financing activities

Repayment of loans
(56,000)
(56,000)

New finance leases
126,745
-

Repayment of finance leases
(99,810)
-

Interest paid
(423,774)
(493,024)

Net cash used in financing activities
(452,839)
(549,024)

Net increase in cash and cash equivalents
349,084
137,742
Page 14

 
ROCHMA HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


2024
2023

£
£



Cash and cash equivalents at beginning of year
75,540
(62,202)

Cash and cash equivalents at the end of year
424,624
75,540


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
424,624
78,407

Bank overdrafts
-
(2,867)

424,624
75,540


The notes on pages 17 to 36 form part of these financial statements.

Page 15

 
ROCHMA HOLDINGS LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2024





At 1 January 2024
Cash flows
New finance leases
At 31 December 2024
£

£

£

£

Cash at bank and in hand

78,407

346,217

-

424,624

Bank overdrafts

(2,867)

2,867

-

-

Debt due after 1 year

(51,333)

51,333

-

-

Debt due within 1 year

(58,238)

5,351

-

(52,887)

Finance leases

(365,586)

99,810

(126,745)

(392,521)


(399,617)
505,578
(126,745)
(20,784)

The notes on pages 17 to 36 form part of these financial statements.

Page 16

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

Rochma Holdings Limited is a private Company limited by shares, incorporated in England and Wales (registered number: 1489755). Its registered office is Derwent Buildings, High Street, Clay Cross, Chesterfield, Derbyshire, S45 9DP. The principal activity of the Company is activities of head office. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).

The Group's functional and presentational currency is pounds sterling.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the merger accounting method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their book values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Income and Retained Earnings from the date on which control is deemed to be obtained. They are deconsolidated from the date control ceases.
On consolidation a merger reserve has been created, this is a result of the combined Group no longer requiring the capital redemption reserve account and share capital previously accounted for in the subsidiary.

 
2.3

Going concern

The directors have prepared budgets for the next 12 months, based upon their expectation of realistic sales volume levels which show that the Group will continue to trade profitability and enable it to pay its debts as they fall due. In addition, should additional funding become necessary in the future then the directors are confident that this can be secured at the appropriate levels.
Considering these expected future trading results and having received confirmation from all of the ongoing key stakeholders of their continued support at the required levels, the directors have prepared the accounts on a going concern basis.

Page 17

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

 
2.5

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 
2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.7

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.

Page 18

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.8

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

 
2.9

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 19

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.9
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Freehold property
-
50 years
Short-term leasehold property
-
Over term of lease
Plant and machinery
-
3 - 7 years
Motor vehicles
-
5 - 7 years
Fixtures and fittings
-
2 - 9 years
Computer equipment
-
2 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.10

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.11

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.12

Financial instruments

The Group only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities such as bank and cash balances, trade and other accounts receivable and payable, loans from banks and other third parties and loans to and from related parties.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at the transaction price and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.
 
Page 20

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.12
Financial instruments (continued)

Financial assets and liabilities are offset and the net amount reported in the Balance sheet when there is an 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.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

No significant judgements have been made by management in preparing these financial statements.
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have the greatest level of uncertainty are addressed below:
(i) Stock provisioning
When calculating the stock provision, management considers the nature and conditions of the inventory, as well as applying assumptions around saleability of stock. The carrying value of stock after making such a provision was £7,409,050 (2023: £9,451,262).


4.


Profit attributable to shareholders

In accordance with the exemption permitted by Section 408 of the Companies Act 2006, the parent company has not presented its own profit and loss account. The loss for the year dealt with in the accounts of the parent company is £53,562 (2023: 9,842).


5.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Turnover
28,889,619
31,898,038


All turnover arose within the United Kingdom.


6.


Other operating income

2024
2023
£
£

Commissions receivable
179,721
288,456


Page 21

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

7.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£

Depreciation
236,705
178,296

Other operating lease rentals
237,812
269,715

(Profit) / loss on disposal of tangible fixed assets
(333)
366


8.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors:


2024
2023
£
£

Fees payable to the Group's auditors for the audit of the consolidated and parent Company's financial statements
24,150
23,000

Fees payable to the Group's auditors in respect of:

Taxation compliance and other services
4,350
9,700

Page 22

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

9.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
2024
2023
£
£


Wages and salaries
2,923,886
2,861,346

Social security costs
288,525
292,600

Cost of defined contribution scheme
72,142
72,153

3,284,553
3,226,099


The average monthly number of employees, including the directors, during the year was as follows:



Group
Group
Company
Company
        2024
        2023
        2024
        2023
            No.
            No.
            No.
            No.









Sales
43
43
-
-



Workshop
21
21
-
-



Administration
17
17
3
3

81
81
3
3


10.


Directors' remuneration

Directors' in the year received total remuneration of £187,759 (2023: £180,025) from the Group.





During the year retirement benefits were accruing to 2 directors (2023 - 2) in respect of defined contribution pension schemes.


11.


Interest receivable

2024
2023
£
£


Other interest receivable
13
-

Page 23

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

12.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
7,069
14,236

Other loan interest payable
416,705
478,788

Finance leases and hire purchase contracts
21,595
13,353

445,369
506,377


13.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
104,790
97,596

Adjustments in respect of previous periods
(7,692)
446


Total current tax
97,098
98,042

Deferred tax


Origination and reversal of timing differences
17,729
167,893

Adjustments in respect of prior periods
-
(588)

Total deferred tax
17,729
167,305


Tax on profit
114,827
265,347
Page 24

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
13.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of25% (2023 - 23.5%). The differences are explained below:

2024
2023
£
£


Profit before tax
445,223
1,052,232


Profit multiplied by standard rate of corporation tax in the UK of 25% 
(2023 - 23.5%)
111,306
247,243

Effects of:


Expenses not deductible for tax purposes
2,120
7,594

Adjustments to tax charge in respect of prior periods
(7,692)
(142)

Adjustments to tax charge in respect of prior periods - deferred tax
95,837
-

Other timing differences leading to an increase in taxation
156
499

Fixed asset differences
1,096
-

Change in rate of tax for deferred tax
-
10,153

Tax deduction arising from exercise of employee options
(87,996)
-

Total tax charge for the year
114,827
265,347


Factors that may affect future tax charges

At 31 December 2024 the group had taxable losses carried forward of £ (2023 - £106,913) available for relief against future taxable profits.

Page 25

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

14.


Intangible assets

Group





Goodwill

£



Cost


At 1 January 2024
125,000



At 31 December 2024

125,000



Amortisation


At 1 January 2024
125,000



At 31 December 2024

125,000



Net book value



At 31 December 2024
-



At 31 December 2023
-



All of the Group's intangible fixed assets are held in the subsidiary Company.

Page 26
 


 
ROCHMA HOLDINGS LIMITED


 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024


15.


Tangible fixed assets


Group







Freehold property
Short-term leasehold property
Plant and machinery
Motor vehicles
Fixtures and fittings
Computer equipment
Total

£
£
£
£
£
£
£



Cost


At 1 January 2024
985,905
569,762
63,540
569,455
394,736
425,505
3,008,903


Additions
-
25,657
10,850
141,662
16,495
64,270
258,934


Disposals
-
-
-
(74,221)
-
-
(74,221)



At 31 December 2024

985,905
595,419
74,390
636,896
411,231
489,775
3,193,616



Depreciation


At 1 January 2024
19,718
220,239
59,091
152,656
341,824
407,023
1,200,551


Charge for the year on owned assets
19,718
77,340
3,059
71,720
48,528
16,340
236,705


Disposals
-
-
-
(74,221)
-
-
(74,221)



At 31 December 2024

39,436
297,579
62,150
150,155
390,352
423,363
1,363,035



Net book value



At 31 December 2024
946,469
297,840
12,240
486,741
20,879
66,412
1,830,581



At 31 December 2023
966,187
349,523
4,449
416,799
52,912
18,482
1,808,352
Page 27

 


 
ROCHMA HOLDINGS LIMITED


 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

           15.Tangible fixed assets (continued)


Page 28

 


 
ROCHMA HOLDINGS LIMITED


 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

           15.Tangible fixed assets (continued)




The net book value of land and buildings may be further analysed as follows:


2024
2023
£
£

Freehold
946,469
966,187

Short leasehold
297,840
349,523

1,244,309
1,315,710


Page 29
 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

           15.Tangible fixed assets (continued)


Company






Freehold property

£

Cost


At 1 January 2024
985,905



At 31 December 2024

985,905



Depreciation


At 1 January 2024
19,718


Charge for the year on owned assets
19,718



At 31 December 2024

39,436



Net book value



At 31 December 2024
946,469



At 31 December 2023
966,187






Page 30

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

16.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost 


At 1 January 2024
300



At 31 December 2024
300





17.


Stocks

Group
Group
2024
2023
£
£

Motorcycles, clothing, accessories & parts
7,390,051
9,451,262



18.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Trade debtors
8,632
421,002
-
-

Other debtors
7,486
22,617
7,486
-

Prepayments and accrued income
148,603
127,514
-
-

164,721
571,133
7,486
-


Page 31

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

19.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Bank overdrafts
-
2,867
-
-

Bank loans
51,333
56,000
-
-

Trade creditors
3,198,138
5,546,552
-
126

Amounts owed to group undertakings
-
-
987,500
963,274

Corporation tax
104,790
97,596
-
7,693

Other taxation and social security
307,946
73,967
492
4,722

Obligations under finance lease and hire purchase contracts
138,382
100,439
-
-

Other creditors
3,568,798
3,865,498
-
-

Accruals and deferred income
642,838
654,267
23,500
6,000

8,012,225
10,397,186
1,011,492
981,815


Secured creditors
Trade creditors includes an amount of £1,064,742 (2023: £3,386,897) which is secured against stock. Other creditors includes an amount of £ 3,480,738 (2023: £3,765,651) which is secured against stock.  
The bank borrowings are secured by a floating charge over the Company's assets and a personal guarantee from the directors limited to £700,000.


20.


Creditors: Amounts falling due after more than one year

Group
Group
2024
2023
£
£

Bank loans
-
51,333

Net obligations under finance leases and hire purchase contracts
254,139
265,147

254,139
316,480




Page 32

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

21.


Loans


Analysis of the maturity of loans is given below:


Group
Group
2024
2023
£
£

Amounts falling due within one year

Bank loans
51,333
56,000

Amounts falling due 1-2 years

Bank loans
-
51,333

Amounts falling due 2-5 years


51,333
107,333



22.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2024
2023
£
£

Within one year
138,382
100,439

Between 1-5 years
254,139
265,147

392,521
365,586


23.


Deferred taxation


Group



2024
2023


£

£






At beginning of year
128,057
(39,248)


Charged to profit or loss
17,729
167,305



At end of year
145,786
128,057

Page 33

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
23.Deferred taxation (continued)

Company


2024
2023


£

£






Charged to profit or loss
92,004
-



At end of year
92,004
-

The provision for deferred taxation is made up as follows:

Group
Group
Company
2024
2023
2024
£
£
£

Accelerated capital allowances
247,779
132,070
92,004

Provisions
(101,993)
(4,013)
-

145,786
128,057
92,004


24.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



300 (2023 - 300) Ordinary shares of £1.00 each
300
300



25.


Reserves

Merger Reserve

The reserve records the balance generated on the consolidation of the subsidiary Company into the parent Company using merger accounting.

Profit and loss account

This reserve records all current and prior period retained profits and losses, and is considered to be distributable.

Page 34

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

26.


Pension commitments

The Group operates a defined contributions benefit scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £72,142 (2023: £72,153). Contributions totalling £16,637 (2023: £16,089) were payable to the fund at the balance sheet date and are included in creditors.


27.


Commitments under operating leases

At 31 December 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2024
2023
£
£

Not later than 1 year
259,051
153,693

Later than 1 year and not later than 5 years
478,959
563,672

Later than 5 years
146,667
256,667

884,677
974,032

28.


Related party transactions

The Company has taken advantage of the exemption in FRS 102 Section 33.1A to not disclose transactions with wholly owned group entities.
Key management personnel compensation for the Group was £192,026 (2023: £200,047). In addition, close family members of the directors were paid a total of £207,318 (2023: £193,239). In addition, the group made sales of £3,535 (2023: £NIL) to key management personnel.
During the year, the Group made purchases totalling £1,463,050 (2023: £773,101) and sales totalling £1,288,242 (2023: £557,208) to entities which are related by way of common control. Included within trade creditors is an amount of £496,791 (2023: £560,600) which remains outstanding. In addition, an amount of £104,852 (2023: £87,005) was paid to a company owned by a director during the year for consultancy services. The amount outstanding to this company at the end of the year was £360,095 (2023: £263,662).


29.


Controlling party

The Group is controlled by the directors who all own an equal share of the Group.

Page 35

 
ROCHMA HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

30.



Subsidiary undertaking





The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

CMC Chesterfield Limited
Derwent Buildings, High Street, Clay Cross, Chesterfield, S45 9DP
Ordinary
100%

The aggregate of the share capital and reserves as at 31 December 2024 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)

CMC Chesterfield Limited
1,459,315
1,129,315

 
Page 36