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Registered number: 11139528
















PROVENIST LTD




FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2024


































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PROVENIST LTD
REGISTERED NUMBER:11139528

STATEMENT OF FINANCIAL POSITION
AS AT 30 SEPTEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Tangible assets
 4 
8,876
15,927

  
8,876
15,927

Current assets
  

Stocks
 5 
2,871
1,186

Debtors: amounts falling due within one year
 6 
16,218
34,614

Cash at bank and in hand
 7 
40,226
20,384

  
59,315
56,184

Creditors: amounts falling due within one year
 8 
(1,109,951)
(1,113,435)

Net current liabilities
  
 
 
(1,050,636)
 
 
(1,057,251)

Total assets less current liabilities
  
(1,041,760)
(1,041,324)

  

Net liabilities
  
(1,041,760)
(1,041,324)


Capital and reserves
  

Called up share capital 
  
100
100

Profit and loss account
  
(1,041,860)
(1,041,424)

  
(1,041,760)
(1,041,324)


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the income statement in accordance with provisions applicable to companies subject to the small companies' regime.

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





W Coulten
Director

Date: 25 June 2025

The notes on pages 2 to 6 form part of these financial statements.
Page 1


PROVENIST LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

1.


GENERAL INFORMATION

Provenist Limited is a limited liability company incorporated in England and Wales. The registered office is The Neptune Building, Frankland Road, Blagrove, Swindon, Wiltshire, SN5 8YG.

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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

 
2.2

GOING CONCERN

The retail environment in the UK remains challenging and therefore represents an ongoing risk to the business. However, the business delivered a number of transformation initiatives during the year and the business has the wider support of the Neptune Group, which has delivered a step change in performance during the first half of FY25. As part of the Neptune Group, the business continues to have ongoing funding support. As a result, the Group’s projections, after considering reasonable possible changes in performance, show that the Group is able to operate within its financing levels and therefore management deem that the accounts should be made on a going concern basis. 

 
2.3

TURNOVER

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover 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 turnover is recognised:

Sale of goods

Turnover from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of turnover can be measured reliably;
it is probable that the Company 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.


 
2.4

EXCEPTIONAL ITEMS

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

 
2.5

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 2


PROVENIST LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.ACCOUNTING POLICIES (continued)


2.5
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:

Short-term leasehold property
-
7 years straight line
Plant and machinery
-
7 years straight line
Fixtures and fittings
-
3 years straight line

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.

 
2.6

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 reporting 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.

 
2.7

DEBTORS

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.8

CASH AND CASH EQUIVALENTS

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.9

CREDITORS

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.


 
2.10

FINANCIAL INSTRUMENTS

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Page 3


PROVENIST LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

3.


EMPLOYEES

2024
2023
£
£

Wages and salaries
65,559
70,010

65,559
70,010


The average monthly number of employees, including directors, during the year was 3 (2023: 3).


4.


TANGIBLE FIXED ASSETS





Short-term leasehold property
Plant and machinery
Fixtures and fittings
Total

£
£
£
£



COST


At 1 October 2023
27,609
25,769
23,472
76,850


Additions
-
2,065
-
2,065



At 30 September 2024

27,609
27,834
23,472
78,915



DEPRECIATION


At 1 October 2023
19,715
17,736
23,472
60,923


Charge for the year on owned assets
3,947
5,169
-
9,116



At 30 September 2024

23,662
22,905
23,472
70,039



NET BOOK VALUE



At 30 September 2024
3,947
4,929
-
8,876



At 30 September 2023
7,894
8,033
-
15,927


5.


STOCKS

2024
2023
£
£

Finished goods and goods for resale
2,871
1,186

2,871
1,186


Page 4


PROVENIST LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

6.


DEBTORS

2024
2023
£
£


Trade debtors
2,031
1,385

Amounts owed by group undertakings
14,137
32,128

Other debtors
-
958

Prepayments and accrued income
50
143

16,218
34,614


Amounts due from group undertakings are interest free and repayable on demand.


7.


CASH AND CASH EQUIVALENTS

2024
2023
£
£

Cash at bank and in hand
40,226
20,384

40,226
20,384



8.


CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024
2023
£
£

Trade creditors
4,839
2,722

Amounts owed to group undertakings
1,100,000
1,109,736

Other taxation and social security
5,112
820

Accruals and deferred income
-
157

1,109,951
1,113,435


Amounts due to group undertakings are interest free and repayable on demand.

Page 5


PROVENIST LTD

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

9.


CONTINGENT LIABILITIES

A company under common control has entered into the following agreements with HSBC Bank Plc:
Revolving credit facility - under the terms of the agreement Neptune Holdco Limited is entitled to request loans of up to £10,000,000. At the year end the company had received £10,000,000 (2023: £10,000,000) of this facility.
These loans are secured by an unlimited composite company guarantee between all members of the groups and its associates.
In addition, the following group company banking facilities are supported by the unlimited composite company guarantee between all members of the group and its associates in favour of HSBC Bank plc: Forward exchange contracts & currency options £5,950,440 (2023: £12,410,034).


10.


RELATED PARTY TRANSACTIONS

The company has taken advantage of the FRS 102, Section 33, exemption not to disclose related party transactions with wholly owned subsidiaries within the Neptune HoldCo Limited group.
At the year end the company owed £1,100,000 (2023: £1,109,736) to fellow group companies.
Key management personnel consist only of the directors of the Company, which are remunerated through other group companies.


11.


CONTROLLING PARTY

The ultimate parent undertaking is Neptune Holdco Limited, a company incorporated in England and Wales. The smallest and largest group for which group financial statements are prepared is Neptune Holdco Limited. Copies of the group financial statements are available from Companies House. 
There is no ultimate controlling party. The company is controlled equally by the two directors, J G Redman and J E Sims-Hilditch.


12.


AUDITORS' INFORMATION

The auditors' report on the financial statements for the year ended 30 September 2024 was unqualified.

The audit report was signed on 27 June 2025 by Ria Burridge FCCA (Senior statutory auditor) on behalf of Bishop Fleming Audit Limited.

 
Page 6