Company registration number 11984087 (England and Wales)
MORGAN FABRICS UK LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
MORGAN FABRICS UK LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
3 - 6
MORGAN FABRICS UK LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
Notes
£
£
£
£
Current assets
Debtors
4
1,596
175,750
Cash at bank and in hand
141,057
7,760
142,653
183,510
Creditors: amounts falling due within one year
5
(9,370)
(10,336)
Net current assets
133,283
173,174
Capital and reserves
Called up share capital
100,000
100,000
Profit and loss reserves
33,283
73,174
Total equity
133,283
173,174
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 10 June 2025 and are signed on its behalf by:
C Shi
Director
Company Registration No. 11984087
MORGAN FABRICS UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2023
100,000
67,845
167,845
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
5,329
5,329
Balance at 31 December 2023
100,000
73,174
173,174
Year ended 31 December 2024:
Loss and total comprehensive income for the year
-
(39,891)
(39,891)
Balance at 31 December 2024
100,000
33,283
133,283
MORGAN FABRICS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
1
Accounting policies
Company information
Morgan Fabrics UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Alpha House, 4 Greek St, Stockport, Cheshire, United Kingdom, SK3 8AB.
1.1
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 as applicable to companies subject to the small companies regime. 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 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.
1.2
Going concern
The directors have decided that within the 12 months from the signing date Morgan Fabrics UK Ltd will be dissolved. As a result, the directors have not prepared the financial statements on a going concern basis and instead have been prepared on the break-up basis.true
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the wholesaling of textiles 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.
1.4
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.
MORGAN FABRICS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
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.
1.5
Taxation
The tax expense represents the sum of the tax currently payable.
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.
1.6
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are 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.
There are no judgements or key sources of estimating uncertainty.
MORGAN FABRICS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
2
2
4
Debtors
2024
2023
Amounts falling due within one year:
£
£
Other debtors
1,596
175,750
5
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
1,620
1,620
Taxation and social security
1,216
Other creditors
7,750
7,500
9,370
10,336
6
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
We draw attention to Note 1.2 to the financial statements which explains that the directors intend to dissolve the company and therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly the financial statements have been prepared on a basis other than going concern as described in Note 1.2. Our opinion is not modified in respect of this matter.
Statutory Auditor:
Alexander & Co LLP
Michael Rigby
7
Related party transactions
MORGAN FABRICS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
7
Related party transactions
(Continued)
- 6 -
Included within other debtors are loans of £nil (2023: £157,839) to companies controlled by a shareholder of Morgan Fabrics US. There have been sales made to one of these companies in the year for £nil (2023: £21,467).
At the balance sheet date, an amount of £nil (2023: £16,806) was included within other debtors in relation to unpaid share capital due from Morgan Fabrics Shanghai Corp Limited, the parent company. As part of the break-up basis assessment, the company wrote off this balance, as the directors do not expect it to be recovered.
8
Parent company
The parent company of Morgan Fabrics UK LImited is Morgan Shanghai Ltd Corp. The address of Morgan Shanghai Ltd Corp is 9F, Building 18 No.21, Baoqing Road, Xuhui district, Shanghai, China, 200031.
The financial statements of Morgan Fabrics UK Limited will be consolidated into the accounts of Morgan Shanghai Ltd Corp.
The ultimate controlling party is Morgan Fabrics US who own Morgan Shanghai Ltd Corp.