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Registered number: 13580075










THE COLE FABRICS GROUP PLC










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JANUARY 2025

 
THE COLE FABRICS GROUP PLC
 

COMPANY INFORMATION


Directors
J R Cole 
D I Forster 
J H Kingsley 
N J R Cole 
P L Saxby 




Company secretary
J Roberts



Registered number
13580075



Registered office
Romandus House
Ludlow Hill Road

West Bridgford

Nottingham

NG2 6HF




Independent auditors
PKF Smith Cooper Audit Limited
Statutory Auditors

2 Lace Market Square

Nottingham

NG1 1PB





 
THE COLE FABRICS GROUP PLC
 

CONTENTS



Page
Group strategic report
1
Directors' report
2 - 3
Independent auditors' report
4 - 7
Consolidated statement of comprehensive income
8
Consolidated balance sheet
9
Company balance sheet
10
Consolidated statement of changes in equity
11 - 12
Company statement of changes in equity
13 - 14
Consolidated statement of cash flows
15
Consolidated analysis of net debt
16
Notes to the financial statements
17 - 35


 
THE COLE FABRICS GROUP PLC
 

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2025

Introduction
 
We aim to present a balanced and comprehensive review of the development and performance of our business during the year and its position at the year end. Our review is consistent with the size and nature of our business and is written in the context of the risks and uncertainties we face.

Business review
 
Turnover for the Group fell by 8.8%, reflecting the uncertainty of trading in the global market, with customers generally suffering from reduced sales. 
Gross margins showed an improvement with operating expenses controlled at lower levels. This has allowed the Company to show a slightly reduced Net Profit.
Dividends were voted to the Company as follows:
Cole Fabrics Plc:   £200,000
Cole Fabrics (Far East) Limited: $1,000,000
This has allowed the Company to maintain its declared dividend to Shareholders at 90p/share.
Sales for the current year have started at similar levels, with operating expenses again at stable levels, allowing profitability to be maintained.
As customers' international requirements continue to become more complicated with ever more emphasis on sustainability and compliance, the Directors are confident that the Group is developing the structure and products to meet these demands, with the necessary resources in place.


This report was approved by the board on 26 June 2025 and signed on its behalf.



N J R Cole
Director

Page 1

 
THE COLE FABRICS GROUP PLC
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JANUARY 2025

The directors present their report and the financial statements for the year ended 31 January 2025.

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 judgments and accounting estimates that are reasonable and prudent;

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.

Principal activity

The Parent Company is the Holding Company for the Group whose subsidiaries manufacture and supply ribbon, bows and embellishments for decoration, processing and printing as well as textile based packaging solutions.

Results and dividends

The profit for the year, after taxation, amounted to £846,767 (2024 - £1,101,439).

An ordinary dividend of £710,789 (2024: £710,789) was paid during the year.

Directors

The directors who served during the year were:

J R Cole 
D I Forster 
J H Kingsley 
N J R Cole 
P L Saxby 

Page 2

 
THE COLE FABRICS GROUP PLC
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025

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.

Post balance sheet events

An ordinary dividend of £710,789 was proposed in March 2025 in respect of the year ended 31 January 2025.

Auditors

The auditorsPKF Smith Cooper Audit Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 26 June 2025 and signed on its behalf.
 





N J R Cole
Director

Page 3

 
THE COLE FABRICS GROUP PLC
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE COLE FABRICS GROUP PLC
 

Opinion


We have audited the financial statements of The Cole Fabrics Group Plc (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 January 2025, which comprise the Consolidated statement of comprehensive income, 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 January 2025 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 4

 
THE COLE FABRICS GROUP PLC
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE COLE FABRICS GROUP PLC (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 2, 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 5

 
THE COLE FABRICS GROUP PLC
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE COLE FABRICS GROUP PLC (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:

Based on our understanding of the company and industry, we identify the key laws and regulations affecting the company. We identified that the principal risk of fraud or non-compliance with laws and regulations related to:
•  Management bias in respect of accounting estimates and judgements made;
•  Management override of control;
•  Posting of unusual journals or transactions.
We focussed on those areas that could give rise to a material misstatement in the Group and Parent Company financial statements.
Our procedures included, but were not limited to:
•  Enquiry of management and those charged with governance around actual and potential litigation and    claims, including instances of non-compliance with laws and regulations and fraud;
•  Reviewing legal expenditure in the year to identify instances of non-compliance with laws and regulations   and fraud;
•  Reviewing financial statement disclosures and testing to supporting documentation to assess compliance   with applicable laws and regulations;
•  Performing audit work over the risk of management override of controls, including testing of journal entries  and other adjustments for appropriateness, evaluating the business rationale of significant transactions    outside the normal course of business and reviewing accounting estimates for bias, in particular stock    provisions and derivatives.
It is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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.


Page 6

 
THE COLE FABRICS GROUP PLC
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE COLE FABRICS GROUP PLC (CONTINUED)


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.





Sarah Flear (Senior statutory auditor)
for and on behalf of
PKF Smith Cooper Audit Limited
Statutory Auditors
2 Lace Market Square
Nottingham
NG1 1PB

10 July 2025
Page 7

 
THE COLE FABRICS GROUP PLC
 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JANUARY 2025

2025
2024
Note
£
£

  

Turnover
 4 
19,168,529
21,026,820

Cost of sales
  
(11,656,005)
(13,074,819)

Gross profit
  
7,512,524
7,952,001

Administrative expenses
  
(6,474,132)
(6,722,066)

Operating profit
 5 
1,038,392
1,229,935

Income from participating interests
  
-
29,004

Interest receivable and similar income
 9 
102,899
56,567

Profit before taxation
  
1,141,291
1,315,506

Tax on profit
 10 
(294,524)
(214,067)

Profit for the financial year
  
846,767
1,101,439

  

Gains/(losses) on cash flow hedges
  
28,110
87,085

Deferred tax relating to components of other comprehensive income
  
(7,027)
(21,771)

Foreign exchange reserve movements
  
74,226
(117,381)

Other comprehensive income net of tax
  
95,309
(52,067)

Total comprehensive income for the year
  
95,309
(52,067)

Profit for the year attributable to:
  

Owners of the parent Company
  
846,767
1,101,439

  
846,767
1,101,439

There were no recognised gains and losses for 2025 or 2024 other than those included in the consolidated statement of comprehensive income.

The notes on pages 17 to 35 form part of these financial statements.

Page 8

 
THE COLE FABRICS GROUP PLC
REGISTERED NUMBER: 13580075

CONSOLIDATED BALANCE SHEET
AS AT 31 JANUARY 2025

2025
2024
Note
£
£

Fixed assets
  

Tangible assets
 13 
1,485,749
1,546,369

Investments
 14 
121,712
121,712

  
1,607,461
1,668,081

Current assets
  

Stocks
 15 
1,617,211
1,828,641

Debtors: amounts falling due within one year
 16 
3,942,564
4,438,896

Cash at bank and in hand
 17 
6,833,301
6,454,522

  
12,393,076
12,722,059

Creditors: amounts falling due within one year
 18 
(2,048,690)
(2,663,366)

Net current assets
  
 
 
10,344,386
 
 
10,058,693

Total assets less current liabilities
  
11,951,847
11,726,774

Provisions for liabilities
  

Deferred taxation
 20 
(150,360)
(156,574)

  
 
 
(150,360)
 
 
(156,574)

Net assets
  
11,801,487
11,570,200


Capital and reserves
  

Called up share capital 
 21 
789,765
789,765

Foreign exchange reserve
 22 
125,369
51,143

Fair value reserve
 22 
45,729
24,646

Merger relief reserve
 22 
9,186,533
9,186,533

Profit and loss account
 22 
1,654,091
1,518,113

  
11,801,487
11,570,200


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 26 June 2025.




N J R Cole
Director

The notes on pages 17 to 35 form part of these financial statements.

Page 9

 
THE COLE FABRICS GROUP PLC
REGISTERED NUMBER: 13580075

COMPANY BALANCE SHEET
AS AT 31 JANUARY 2025

2025
2024
Note
£
£

Fixed assets
  

Investments
 14 
919,703
919,703

  
919,703
919,703

Current assets
  

Debtors: amounts falling due within one year
 16 
9,903
4,523

Cash at bank and in hand
 17 
1,749,692
1,232,758

  
1,759,595
1,237,281

Creditors: amounts falling due within one year
 18 
(23,048)
(13,246)

Net current assets
  
 
 
1,736,547
 
 
1,224,035

Total assets less current liabilities
  
2,656,250
2,143,738

  

  

Net assets
  
2,656,250
2,143,738


Capital and reserves
  

Called up share capital 
 21 
789,765
789,765

Profit and loss account brought forward
  
1,353,973
1,743,599

Profit for the year
  
1,223,301
321,163

Other changes in the profit and loss account

  

(710,789)
(710,789)

Profit and loss account carried forward
  
1,866,485
1,353,973

  
2,656,250
2,143,738


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 26 June 2025.


N J R Cole
Director

The notes on pages 17 to 35 form part of these financial statements.

Page 10

 
THE COLE FABRICS GROUP PLC
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2025


Called up share capital
Foreign exchange reserve
Fair value reserve
Merger relief reserve
Profit and loss account
Total equity

£
£
£
£
£
£

At 1 February 2024
789,765
51,143
24,646
9,186,533
1,518,113
11,570,200


Comprehensive income for the year

Profit for the year

-
-
-
-
846,767
846,767

Gains/(losses) on cash flow hedges
-
-
28,110
-
-
28,110

Deferred tax relating to components of other comprehensive income
-
-
(7,027)
-
-
(7,027)

Foreign exchange conversion on consolidation of overseas subsidiary
-
74,226
-
-
-
74,226


Other comprehensive income for the year
-
74,226
21,083
-
-
95,309


Total comprehensive income for the year
-
74,226
21,083
-
846,767
942,076


Contributions by and distributions to owners

Dividends: Equity capital
-
-
-
-
(710,789)
(710,789)


Total transactions with owners
-
-
-
-
(710,789)
(710,789)


At 31 January 2025
789,765
125,369
45,729
9,186,533
1,654,091
11,801,487


The notes on pages 17 to 35 form part of these financial statements.

Page 11

 
THE COLE FABRICS GROUP PLC
 

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


Called up share capital
Foreign exchange reserve
Fair value reserve
Merger relief reserve
Profit and loss account
Total equity

£
£
£
£
£
£

At 1 February 2023
789,765
168,524
(40,668)
9,186,533
1,127,463
11,231,617


Comprehensive income for the year

Profit for the year

-
-
-
-
1,101,439
1,101,439

Gains/(losses) on cash flow hedges
-
-
87,085
-
-
87,085

Deferred tax relating to components of other comprehensive income
-
-
(21,771)
-
-
(21,771)

Foreign exchange conversion on consolidation of overseas subsidiary
-
(117,381)
-
-
-
(117,381)


Other comprehensive income for the year
-
(117,381)
65,314
-
-
(52,067)


Total comprehensive income for the year
-
(117,381)
65,314
-
1,101,439
1,049,372


Contributions by and distributions to owners

Dividends: Equity capital
-
-
-
-
(710,789)
(710,789)


Total transactions with owners
-
-
-
-
(710,789)
(710,789)


At 31 January 2024
789,765
51,143
24,646
9,186,533
1,518,113
11,570,200


The notes on pages 17 to 35 form part of these financial statements.

Page 12

 
THE COLE FABRICS GROUP PLC
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2025


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 February 2024
789,765
1,353,973
2,143,738


Comprehensive income for the year

Profit for the year
-
1,223,301
1,223,301


Contributions by and distributions to owners

Dividends: Equity capital
-
(710,789)
(710,789)


At 31 January 2025
789,765
1,866,485
2,656,250


The notes on pages 17 to 35 form part of these financial statements.

Page 13

 
THE COLE FABRICS GROUP PLC
 

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


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 February 2023
789,765
1,743,599
2,533,364


Comprehensive income for the year

Profit for the year
-
321,163
321,163


Contributions by and distributions to owners

Dividends: Equity capital
-
(710,789)
(710,789)


At 31 January 2024
789,765
1,353,973
2,143,738


The notes on pages 17 to 35 form part of these financial statements.

Page 14

 
THE COLE FABRICS GROUP PLC
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JANUARY 2025

2025
2024
£
£

Cash flows from operating activities

Profit for the financial year
846,767
1,101,439

Adjustments for:

Amortisation of intangible assets
-
222,134

Depreciation of tangible assets
215,611
249,538

Loss on disposal of tangible assets
-
(2,917)

Foreign exchange reserve movements
74,226
(117,381)

Interest received
(102,899)
(56,567)

Taxation charge
294,524
214,067

Decrease/(increase) in stocks
211,430
(39,701)

Decrease/(increase) in debtors
663,375
(716,800)

Decrease in amounts owed by groups
-
2,763

(Increase)/decrease in amounts owed by participating ints
(154,536)
96,754

(Decrease)/increase in creditors
(655,584)
1,058,592

Share of operating profit/(loss) in associates
-
(29,004)

Corporation tax (paid)
(251,254)
(333,835)

Net cash generated from operating activities

1,141,660
1,649,082


Cash flows from investing activities

Purchase of tangible fixed assets
(154,991)
(313,242)

Sale of tangible fixed assets
-
39,970

Interest received
102,899
56,567

Net cash from investing activities

(52,092)
(216,705)

Cash flows from financing activities

Dividends paid
(710,789)
(710,789)

Net cash used in financing activities
(710,789)
(710,789)

Net increase in cash and cash equivalents
378,779
721,588

Cash and cash equivalents at beginning of year
6,454,522
5,732,934

Cash and cash equivalents at the end of year
6,833,301
6,454,522


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
6,833,301
6,454,522


The notes on pages 17 to 35 form part of these financial statements.

Page 15

 
THE COLE FABRICS GROUP PLC
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 JANUARY 2025





At 1 February 2024
Cash flows
Other non-cash changes
At 31 January 2025
£

£

£

£

Cash at bank and in hand

6,454,522

378,779

-

6,833,301

Debt due within 1 year

-

-

-

-

Foreign exchange forward contract assets/(liabilities)

32,861

-

28,110

60,971


6,487,383
378,779
28,110
6,894,272

The notes on pages 17 to 35 form part of these financial statements.

Page 16

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

1.


General information

The Cole Fabrics Group Plc is a private company limited by shares incorporated in the United Kingdom. The address of the registered office is given in the company information of these financial statements. The company's registration number is 13580075. The nature of the company's operations and principal activities are given in the Directors' Report.
The financial statements are prepared in Sterling which is the functional currency of the company.
Tha financial statements are rounded to the nearest £1.

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 judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Group (subsidiaries). Control is achieved where the Group has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in total comprehensive income from the effective date of acquisition and up to the effective date of disposal, as appropriate using accounting policies consistent with those of the parent. All intra-group transactions, balances, income and expenses are eliminated in full on consolidation.
Acquisitions made by share issue, for example by share for share exchange, account for the difference between subsidiary net asset values at acquisition and nominal value of the shares issued by the Company or a subsidiary Company as a separate reserve termed the merger relief reserve. The share for share exchange was accounted for as a group reconstruction using the merger accounting method.

 
2.3

Going concern

In preparing the financial statements on a going concern basis, the Directors have paid due regard to relevant forecast financial information, including cash flows, and factored in sensitivities. In the Directors’ opinion, the Group is a going concern for a minimum of twelve months from the date of the approval of the financial statements.

Page 17

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is Sterling.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

 
2.5

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. Revenue is generally recognised on the despatch of goods. 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.

 
2.6

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.

Page 18

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

2.Accounting policies (continued)

 
2.7

Interest income

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

 
2.8

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.

 
2.9

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.


Page 19

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

2.Accounting policies (continued)

 
2.10

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Goodwill
-
2
years

 
2.11

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.

Depreciation is provided on the following basis:

Freehold buildings
-
2%
straight line
Plant and machinery
-
25%
reducing balance
Motor vehicles
-
25%
reducing balance
Fixtures and fittings
-
25%
reducing balance to 50% straight line

Land is not depreciated.

 
2.12

Revaluation of tangible fixed assets

Individual freehold and leasehold properties are carried at current year value at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the balance sheet date.
Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.

Revaluation gains and losses are recognised in other comprehensive income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.

Page 20

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

2.Accounting policies (continued)

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.14

Associates

An entity is treated as an associated undertaking where the Group exercises significant influence in that it has the power to participate in the operating and financial policy decisions.
In the consolidated accounts, interests in associated undertakings are accounted for using the equity method of accounting. Under this method an equity investment is initially recognised at the transaction price (including transaction costs) and is subsequently adjusted to reflect the investors share of the profit or loss, other comprehensive income and equity of the associate. The Consolidated statement of comprehensive income includes the Group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings applying accounting policies consistent with those of the Group. In the Consolidated balance sheet, the interests in associated undertakings are shown as the Group's share of the identifiable net assets, including any unamortised premium paid on acquisition.
Any premium on acquisition is dealt with in accordance with the goodwill policy.

 
2.15

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.

 
2.16

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.

 
2.17

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.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.18

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.

Page 21

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

2.Accounting policies (continued)

 
2.19

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.20

Financial instruments

Derivative financial instruments ("derivatives") are used to manage risks arising from changes in foreign currency exchange rates relating to the purchase of overseas sourced products. In accordance with the group foreign exchange policy, the group does not enter into derivatives for speculative purposes. Derivatives are stated at their fair value, being the estimated amount that the group would receive or pay to terminate them at the balance sheet date based on prevailing foreign currency exchange rates.
Changes in fair value of foreign currency derivatives which are designated and effective as hedges of future cash flows are recognised in equity in the fair value reserve, and subsequently transferred to the carrying amount of the hedged item or the profit and loss account. Realised gains and losses on cash flow hedges are therefore recognised in the profit and loss account in the same period as the hedged item.
Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated or exercised, or no longer qualifies for hedge accounting. At that time, any cumulative gain or loss on the hedging instrument previously recognised in equity is retained in equity until the hedged transaction occurs. If the hedged transaction is no longer expected to occur, the net cumulative gain or loss recognised in equity is then transferred to the profit and loss account.
Changes in fair value of derivatives which are ineffective or do not meet the criteria for hedge accounting in FRS 102 are recognised in the profit and loss account.


 
2.21

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Page 22

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Financial instruments - fair values have been estimated at the amount the Group would expect to receive or pay to terminate the forward contracts at the balance sheet date based on prevailing foreign currency rates.
Stock provisions - the degree of provision varies depending on the age of stock.
Goodwill - this is amortised over the estimated useful life of the asset.


4.


Turnover

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


2025
2024
£
£

Sales of goods
19,168,529
21,026,820


Analysis of turnover by country of destination:

2025
2024
£
£

United Kingdom
5,233,673
5,224,789

Rest of Europe
6,744,131
7,134,292

Rest of the world
7,190,725
8,667,739

19,168,529
21,026,820



5.


Operating profit

The operating profit is stated after charging:

2025
2024
£
£

Depreciation of tangible fixed assets
215,611
249,538

Amortisation of intangible fixed assets
-
222,134

Defined contribution pension cost
222,120
203,998

Foreign currency losses/(gains)
(55,125)
(3,617)

Other operating lease rentals - land and buildings
172,919
214,018

Other operating lease rentals - plant and machinery
6,905
10,264

Page 23

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

6.


Auditors' remuneration

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


2025
2024
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
6,500
5,900

Fees payable to the Group auditor for the audit of subsidiaries
17,450
15,875

Tax compliance services
4,830
4,000

Other non-audit services
11,155
10,515


7.


Employees

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


Group
Group
2025
2024
£
£


Wages and salaries
3,493,997
3,471,812

Social security costs
338,341
312,150

Cost of defined contribution scheme
222,120
203,998

4,054,458
3,987,960


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


        2025
        2024
            No.
            No.







Production
35
36



Sales
9
8



Administration
34
36

78
80

The Company has no employees. Directors are office holders and remuneration was nil.

Page 24

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

8.


Directors' remuneration

2025
2024
£
£

Directors' emoluments
813,443
879,449

Group contributions to defined contribution pension schemes
60,254
55,023

873,697
934,472


During the year retirement benefits were accruing to 4 directors (2024 - 4) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £208,638 (2024 - £256,967).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £9,825 (2024 - £11,089).


9.


Interest receivable

2025
2024
£
£


Other interest receivable
102,899
56,567


10.


Taxation


2025
2024
£
£

Corporation tax


Current tax on profits for the year
261,791
288,688

Adjustments in respect of previous periods
45,974
(104,682)


307,765
184,006


Total current tax
307,765
184,006

Deferred tax


Origination and reversal of timing differences
(13,241)
30,061

Total deferred tax
(13,241)
30,061


Taxation on profit on ordinary activities
294,524
214,067
Page 25

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
 
10.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 24.03%). The differences are explained below:

2025
2024
£
£


Profit on ordinary activities before tax
1,141,291
1,315,506


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 24.03%)
285,323
316,116

Effects of:


Expenses not deductible for tax purposes
4,057
7,990

Capital allowances for year in excess of depreciation
3,675
56,830

Lower rate taxes on overseas earnings
(72,387)
(87,719)

Adjustments to tax charge in respect of prior periods
46,117
(108,332)

Difference in Mainland China tax rates
30,439
57,846

Unrecognised temporary difference of the subsidiary
20,623
(6,174)

Deferred tax on derivatives - through other comprehensive income
-
20,927

Tax effect on the two-tiered rates
(16,587)
(17,228)

Non-taxable income
(2,339)
(2,236)

Losses carried forward
917
858

Tax concession
(151)
(313)

Other adjustments for foreign subsidiaries
1,929
2,851

Remeasurement of deferred tax for changes in tax rates
-
2,011

Deferred tax on derivatives - through other comprehensive income
(7,027)
(21,771)

Marginal relief
(65)
(619)

Associate company profits taxed overseas
-
(6,970)

Total tax charge for the year
294,524
214,067


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


11.


Dividends

2025
2024
£
£


Dividends paid on Ordinary shares
710,789
710,789

710,789
710,789

Page 26

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

12.


Intangible assets

Group





Goodwill

£



Cost


At 1 February 2024
666,401



At 31 January 2025

666,401



Amortisation


At 1 February 2024
666,401



At 31 January 2025

666,401



Net book value



At 31 January 2025
-



At 31 January 2024
-



Page 27

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

13.


Tangible fixed assets

Group






Freehold land and property
Plant and machinery
Motor vehicles
Fixtures and fittings
Total

£
£
£
£
£



Cost or valuation


At 1 February 2024
1,215,000
2,621,672
71,068
505,149
4,412,889


Additions
-
128,408
-
26,583
154,991



At 31 January 2025

1,215,000
2,750,080
71,068
531,732
4,567,880



Depreciation


At 1 February 2024
306,480
2,072,266
15,381
472,393
2,866,520


Charge for the year on owned assets
14,700
169,910
13,922
17,079
215,611



At 31 January 2025

321,180
2,242,176
29,303
489,472
3,082,131



Net book value



At 31 January 2025
893,820
507,904
41,765
42,260
1,485,749



At 31 January 2024
908,520
549,406
55,687
32,756
1,546,369

Page 28

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

14.


Fixed asset investments

Group





Investments in associates

£



Cost 


At 1 February 2024
121,712



At 31 January 2025
121,712




Company





Investments in subsidiary companies

£



Cost 


At 1 February 2024
919,703



At 31 January 2025
919,703





Direct subsidiary undertakings


The following were direct subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Cole Fabrics Plc
Romandus House, Ludlow Hill Road, West Bridgford, Nottingham, NG2 6HF
Ordinary
100%
Cole Fabrics (Far East) Limited
Office B, 22F, Reason Group Tower, No. 403-413 Castle Peak Road, Kwai Chung, New Territories, Hong Kong
Ordinary
100%
Cole Fabrics Europe SAS
7 Chemin Des Filatiers, Sainte-Catherine, 62223
Ordinary
100%

Page 29

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

Indirect subsidiary undertakings


The following were indirect subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Cole Fabrics (Shanghai) Co.,Ltd.
26/F., No 828-838 Cheung Yeung Road
Ordinary
100%
Corotec Limited
Romandus House, Ludlow Hill Road, West Bridgford, Nottingham, NG2 6HF
Ordinary
100%
Global Ribbons Limited
Romandus House, Ludlow Hill Road, West Bridgford, Nottingham, NG2 6HF
Ordinary
100%
Signature Ribbon Company Limited
Romandus House, Ludlow Hill Road, West Bridgford, Nottingham, NG2 6HF
Ordinary
100%
Ribbon World Limited
Romandus House, Ludlow Hill Road, West Bridgford, Nottingham, NG2 6HF
Ordinary
100%


Associate


The following was an associate of the Company:


Name

Registered office

Class of shares

Holding

Global Ribbons Italia S.r.l.
Bastioni di Porta Nuova 21, Milano, 20121
Ordinary
50%


15.


Stocks

Group
Group
2025
2024
£
£

Raw materials and consumables
15,989
23,792

Work in progress (goods to be sold)
357,122
167,920

Finished goods and goods for resale
1,244,100
1,636,929

1,617,211
1,828,641


The difference between purchase price or production cost of stocks and their replacement cost is not material.

Page 30

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

16.


Debtors

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£


Trade debtors
3,602,673
4,222,734
-
-

Amounts owed by group undertakings
-
-
4,210
-

Amounts owed by joint ventures and associated undertakings
208,606
54,070
-
-

Other debtors
23,852
23,566
5,693
4,523

Prepayments and accrued income
46,462
105,665
-
-

Financial instruments
60,971
32,861
-
-

3,942,564
4,438,896
9,903
4,523



17.


Cash and cash equivalents

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Cash at bank and in hand
6,833,301
6,454,522
1,749,692
1,232,758



18.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Trade creditors
1,436,927
1,960,136
-
-

Corporation tax
102,940
62,032
11,348
2,546

Other taxation and social security
82,002
149,064
-
-

Other creditors
61,494
-
-
-

Accruals and deferred income
365,327
492,134
11,700
10,700

2,048,690
2,663,366
23,048
13,246


Page 31

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

19.


Financial instruments

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Financial assets

Financial assets measured at fair value through other comprehensive income
60,971
32,861
-
-

Financial assets that are debt instruments measured at amortised cost
3,835,131
4,300,370
9,903
4,523

3,896,102
4,333,231
9,903
4,523


Financial liabilities

Financial liabilities measured at amortised cost
(1,863,748)
(2,452,270)
(11,700)
(10,700)


Financial assets and liabilities measured at fair value through other comprehensive income comprise derivative financial instruments in the form of forward contracts designated as hedges of variable exchange rate.


Financial assets measured at amortised cost comprise trade debtors, amounts owed by joint ventures and associated undertakings, amounts owed by group undertakings and other debtors.


Financial liabilities measured at amortised cost comprise trade creditors, other creditors and accruals and deferred income.

Page 32

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

20.


Deferred taxation


Group



2025


£






At beginning of year
(156,574)


Charged to profit or loss
13,241


Charged to other comprehensive income
(7,027)



At end of year
(150,360)







Group
Group
2025
2024
£
£

Accelerated capital allowances
(135,117)
(148,358)

Deferred tax on forward contracts through OCI
(15,243)
(8,216)

(150,360)
(156,574)


21.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



789,765 (2024 - 789,765) Ordinary shares of £1.00 each
789,765
789,765


Page 33

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

22.


Reserves

Foreign exchange reserve

This reserve arises as a result of consolidation and specifically the differences from retranslating net asset values.

Other reserves

Fair value reserve
Includes movements in fair values on derivative financial instruments identified as designated and effective hedges. This is a non-distributable reserve impacting Other Comprehensive Income. 

Merger relief reserve

The merger relief reserve was formed as a result of a group reconstruction. It is the difference between the net asset value of subsidiaries and the nominal value of the shares issued on acquisition or group reconstruction.

Profit and loss account

The profit and loss account represents cumulative profits and losses net of dividends and other adjustments.


23.


Capital commitments




At 31 January 2025 the Group and Company had capital commitments as follows:


Group
Group
2025
2024
£
£

Contracted for but not provided in these financial statements
-
58,750


24.


Pension commitments

The Group operates a defined contribution pension scheme. The pension cost charge for the period represents contributions payable by the Group to the scheme and amounted to £222,120 (2024: £203,998).
There were no outstanding or prepaid contributions at end of the financial period.

Page 34

 
THE COLE FABRICS GROUP PLC
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025

25.


Commitments under operating leases

At 31 January 2025 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2025
2024
£
£

Not later than 1 year
132,622
176,757

Later than 1 year and not later than 5 years
105,772
166,038

238,394
342,795


26.


Related party transactions

Associated undertakings
In relation to transactions with the associated company, sales totalled £1,070,560 (2024: £1,079,084). Monthly fees charged totalled £27,226 (2024: £27,674) and commissions payable totalled £4,473 (2024: £6,815). Amounts due from the associated company as at 31 January 2025 totalled £208,606 (2024: £54,070).
Directors' transactions
Dividends paid to directors totalled £568,975 (2024: £568,975).
In the year a director advanced £51,775 to the group. Drawings totalled £41,420, leaving a balance owing to the director as at 31 January 2025 of £10,355.
Key management personnel
All directors of the parent and subsidiaries who have authority and responsibility for planning, directing and controlling the activities of the group are considered to be key management personnel. Total remuneration in respect of these individuals is £873,697 (2024: £934,472).


27.


Controlling party

The Group is controlled by the directors.


Page 35