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Registered number: 05339126









OVERLAND SHOES LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
OVERLAND SHOES LIMITED
 
 
COMPANY INFORMATION


Director
S M Palmer 




Company secretary
S J Hopkins



Registered number
05339126



Registered office
1 Lawfords Wharf
Lyme Street

London

NW1 0SF




Independent auditors
Haslers
Chartered Accountants & Statutory Auditor

Old Station Road

Loughton

Essex

IG10 4PL





 
OVERLAND SHOES LIMITED
 

CONTENTS



Page
Group strategic report
 
1 - 2
Director's report
 
3 - 5
Independent auditors' report
 
6 - 9
Consolidated statement of comprehensive income
 
10
Consolidated balance sheet
 
11 - 12
Company balance sheet
 
13 - 14
Consolidated statement of changes in equity
 
15
Company statement of changes in equity
 
16
Consolidated statement of cash flows
 
17 - 18
Consolidated analysis of net debt
 
19
Notes to the financial statements
 
20 - 38


 
OVERLAND SHOES LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The principal activity of the Group continued to be that of footwear design and wholesale distribution.

Business review
 
The Group showed a strong financial performance throughout 2023. During the year, revenue increased by 6.1% to £62.9m (2022: £59.3m), mainly driven by strong organic growth and online presence, particularly across mainland Europe. This was offset by an increase in operating expenses by 32.7% to £11.6m (2022: £8.8m).

Principal risks and uncertainties
 
Financial risk - Overland is a privately owned group and is reliant upon the investment and continued support of parent companies.
Foreign currency - we have foreign currency exposure related to non-UK revenues and costs, which must be translated to GBP. Fluctuation in foreign currency exchange rates, particularly a strengthening of USD versus EUR may adversely affect operating profits.
Relationship with licensors - Overland sells licensed product. Our success is dependent upon many factors linked to our licensors including our relationship with them, their strategy, reputation, and brand popularity.
A change in our customers buying patterns, quantities, and terms could have a material adverse effect on our business. Our success depends on consumer's demand for our products, our path to the consumer is via third party owned and operated retail store owners (be it bricks and mortar or websites). There is a trend among retailers to demand ever improving terms from wholesalers in discounts and credit terms.
Doing business abroad - our arrangements with foreign manufacturers and customers are subject to the usual risks of doing business abroad including currency fluctuations, political or labour instability and potential import restrictions.

Financial key performance indicators
 
Overland is continually monitoring and striving to improve its financial performance in areas such as sales, profitability, and cash flow. It looks at many KPIs including gross margin, debtor days, customer sales comparison, order book variance, sell through analysis budgets and cash flow forecasts to assist in the effective management of the business.
                                      
2023   2022
Gross Profit %   34%   31%
Debtor days               87   75
Creditor days   39  53

Page 1

 
OVERLAND SHOES LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Other key performance indicators
 
1. Revenue
Total revenue has increased by 6.1% and the change year on year by destination is as follows:
Country of Destination              % Change in Revenue 2023        % Change in Revenue 2022
United Kingdom                                Decrease 40%   Increase 1%
Rest of Europe                         Increase 13%   Increase 58%
Rest of the world                         Decrease 32%   Decrease 18%
2. Profitability
The results for 2023 showed a profit before tax of £9.7m which compares to a profit of £9.3m in 2022 which is an increase of £0.4m.
3. Employees
The average number of employees increased to 57 during 2023 (2022: 47) as a result of new hires to support the strong growth of the Company.

Director's statement of compliance with duty to promote the success of the Group
 
The Board is accountable to its stakeholders and understands the importance of incorporating stakeholder considerations into the Board discussions and decision-making.
The Director confirms that, during FY23 they have acted in the way which is in good faith and most likely to promote the success of the Group over the long-term for the benefit of its members, having regard to the stakeholders and matters set out in s.172(1) (a) to (f) of the Companies Act 2006, being:
a) The likely consequences of any decision in the long term 
b) The interests of the Group’s employees 
c) The need to foster the Group’s business relationships with suppliers, customers, and others
d) The impact of the Group’s operations on the community and the environment
e) The desirability of the Group maintaining a reputation for high standards of business conduct
f) The need to act fairly between members of the Group.


This report was approved by the board on 15 July 2025 and signed on its behalf.



S M Palmer
Director

Page 2

 
OVERLAND SHOES LIMITED
 
 
 
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The director presents his report and the financial statements for the year ended 31 December 2023.

Director's responsibilities statement

The director is responsible for preparing the Group strategic report, the Director's report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is 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 director is 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 him to ensure that the financial statements comply with the Companies Act 2006He is 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.

Results and dividends

The profit for the year, after taxation, amounted to £8,004,291 (2022 - £7,169,127).

No dividends have been claimed in the year (2022: £Nil).

Director

The director who served during the year was:

S M Palmer 

Future developments

Whilst the economic backdrop remains challenging, management remains confident that the current strategy will continue to deliver sustainable growth and positive cash flows. The Group has reaffirmed its commitment to a growth strategy of an increase in revenue and strong customer engagement through on-trend designs and an increase in targeted marketing.

Page 3

 
OVERLAND SHOES LIMITED
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Engagement with suppliers, customers and others

The Directors have identified the Company’s key stakeholders to be customers, employees, suppliers, and the community. Each stakeholder group has their own individual priorities which are considered by the Directors in their decision-making. This is not only the right thing to do but is also vital in achieving the Group’s long-term objectives.
Our Customers
Engaging regularly with our customers is essential to ensure that we can provide what they want and when they want it.
We have increased brand awareness through key strategic marketing efforts. This has translated into a growing loyal customer base together with a growing interest in our products. We have revised our delivery processes to be aligned to customer demands and activity.
Our Employees
Creating an employee experience that employees can learn, collaborate, and embrace change is a top priority to help us strive towards long term success.
We have hosted quarterly sessions to connect employees with our strategy whilst sharing updates on new styles and latest trends.
Our Suppliers
Maintaining close working relationships with our suppliers to create relevant footwear ranges is fundamental to our long-term success.
We have processes in place to closely monitor the social standards of our manufacturing partners to ensure that they operate in line with policies and legislation.
Our Community
Operating responsibly is foremost in driving positive outcomes for the communities in which we operate.
We have partnered with a sustainability agency, to understand and reduce our carbon footprint.
We have introduced a range of footwear made with sustainable materials.

Greenhouse gas emissions, energy consumption and energy efficiency action

The Group has not disclosed information in respect of greenhouse gas emissions, energy consumption and energy efficiency action as its energy consumption in the United Kingdom for the year is 40,000kWh or lower.

Disclosure of information to auditors

The director at the time when this Director's report is approved has confirmed that:
 
so far as  is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

 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

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

Page 4

 
OVERLAND SHOES LIMITED
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Auditors

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

This report was approved by the board on 15 July 2025 and signed on its behalf.
 





S M Palmer
Director

Page 5

 
OVERLAND SHOES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OVERLAND SHOES LIMITED
 

Opinion


We have audited the financial statements of Overland Shoes Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2023, 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 December 2023 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.


Emphasis of matter


As explained in note 2.2, this is the first year that the Company has prepared consolidated financial statements due to the Company identifying that an investment in a French trading entity constituted a subsidiary.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the director's 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 director with respect to going concern are described in the relevant sections of this report.


Page 6

 
OVERLAND SHOES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OVERLAND SHOES 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 director is 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 Director's 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 Director's 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 Director's 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 director's remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Page 7

 
OVERLAND SHOES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OVERLAND SHOES LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Director's responsibilities statement set out on page 3, the director is 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 director determines 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 director is 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 director either intends to liquidate the Group or the parent Company or to cease operations, or has no realistic alternative but to do so.


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:

We obtained an understanding of the legal and regulatory frameworks that are applicable to the entity and determined that the most significant are those that:
• had a direct effect on the determination of material amounts and disclosures in the financial statements.    These included the UK Companies Act and tax legislation etc; and
• do not have a direct effect on the financial statements but compliance with which may be fundamental to   the company’s ability to operate or to avoid a material penalty. These include those rules governing the    footwear design and wholesale distribution. 
We assessed the susceptibility of the company’s financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the audit engagement team included: 
• Identifying and testing journal entries, in particular any unusual journal entries posted around the year          end and journal entries. 
• Assessing the extent of compliance with the relevant laws and regulations.
• Identifying and assessing the design effectiveness of controls management has in place to prevent and    detect fraud.
• Testing of standard cost for year end stock.
• Challenging assumptions and judgements made by management in its significant accounting estimates;    and, 
• Carrying out a review of large and unusual bank transactions. 


Page 8

 
OVERLAND SHOES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OVERLAND SHOES LIMITED (CONTINUED)


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.


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.





Thomas Rogers BA ACA (Senior statutory auditor)
  
for and on behalf of
Haslers
 
Chartered Accountants
Statutory Auditor
  
Old Station Road
Loughton
Essex
IG10 4PL

15 July 2025
Page 9

 
OVERLAND SHOES LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
62,920,499
59,321,913

Cost of sales
  
(41,277,311)
(40,990,962)

Gross profit
  
21,643,188
18,330,951

Distribution costs
  
(5,660,117)
(4,216,786)

Administrative expenses
  
(5,974,372)
(4,544,609)

Operating profit
 5 
10,008,699
9,569,556

Interest receivable and similar income
 9 
45,622
1,226

Interest payable and similar expenses
 10 
(369,413)
(257,198)

Profit before tax
  
9,684,908
9,313,584

Tax on profit
 11 
(2,277,090)
(2,029,473)

Profit for the financial year
  
7,407,818
7,284,111

Profit for the year attributable to:
  

Owners of the parent company
  
(7,407,818)
(7,284,111)

  
(7,407,818)
(7,284,111)

There were no recognised gains and losses for 2023 or 2022 other than those included in the consolidated statement of comprehensive income.

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 20 to 38 form part of these financial statements.

Page 10

 
OVERLAND SHOES LIMITED
REGISTERED NUMBER: 05339126

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 12 
2,083,165
2,176,174

  
2,083,165
2,176,174

Current assets
  

Stocks
 14 
10,771,411
13,685,288

Debtors: amounts falling due within one year
 15 
14,197,379
11,025,863

Cash at bank and in hand
 16 
7,733,073
7,185,211

  
32,701,863
31,896,362

Creditors: amounts falling due within one year
 17 
(9,491,771)
(16,027,640)

Net current assets
  
 
 
23,210,092
 
 
15,868,722

Total assets less current liabilities
  
25,293,257
18,044,896

Creditors: amounts falling due after more than one year
 18 
(1,048,908)
(1,200,302)

Provisions for liabilities
  

Deferred taxation
 19 
(18,370)
(26,433)

  
 
 
(18,370)
 
 
(26,433)

Net assets excluding pension asset
  
24,225,979
16,818,161

Net assets
  
24,225,979
16,818,161


Capital and reserves
  

Called up share capital 
 20 
5,010,863
5,010,863

Profit and loss account
 21 
19,215,116
11,807,298

Equity attributable to owners of the parent Company
  
24,225,979
16,818,161

  
24,225,979
16,818,161


Page 11

 
OVERLAND SHOES LIMITED
REGISTERED NUMBER: 05339126
    
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 15 July 2025.




S M Palmer
Director

The notes on pages 20 to 38 form part of these financial statements.

Page 12

 
OVERLAND SHOES LIMITED
REGISTERED NUMBER: 05339126

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 12 
2,083,165
2,176,174

Investments
 13 
22,727
-

  
2,105,892
2,176,174

Current assets
  

Stocks
 14 
10,511,875
13,350,864

Debtors: amounts falling due within one year
 15 
14,039,058
11,487,828

Cash at bank and in hand
 16 
7,733,073
6,650,273

  
32,284,006
31,488,965

Creditors: amounts falling due within one year
 17 
(9,354,250)
(15,850,191)

Net current assets
  
 
 
22,929,756
 
 
15,638,774

Total assets less current liabilities
  
25,035,648
17,814,948

  

Creditors: amounts falling due after more than one year
 18 
(1,048,908)
(1,200,302)

Provisions for liabilities
  

Deferred taxation
 19 
(18,370)
(26,433)

  
 
 
(18,370)
 
 
(26,433)

Net assets excluding pension asset
  
23,968,370
16,588,213

Net assets
  
23,968,370
16,588,213


Capital and reserves
  

Called up share capital 
 20 
5,010,863
5,010,863

Profit and loss account brought forward
  
11,577,350
4,408,224

Profit for the year
  
7,380,157
7,169,126

Profit and loss account carried forward
  
18,957,507
11,577,350

  
23,968,370
16,588,213


Page 13

 
OVERLAND SHOES LIMITED
REGISTERED NUMBER: 05339126
    
COMPANY BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 15 July 2025.


S M Palmer
Director

The notes on pages 20 to 38 form part of these financial statements.

Page 14

 
OVERLAND SHOES LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Profit and loss account
Equity attributable to owners of parent Company
Total equity

£
£
£
£

At 1 January 2023
5,010,863
11,807,298
16,818,161
16,818,161


Comprehensive income for the year

Profit for the year
-
7,407,818
7,407,818
7,407,818
Total comprehensive income for the year
-
7,407,818
7,407,818
7,407,818


At 31 December 2023
5,010,863
19,215,116
24,225,979
24,225,979



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Profit and loss account
Equity attributable to owners of parent Company
Total equity

£
£
£
£

At 1 January 2022
7,610,863
4,523,187
12,134,050
12,134,050


Comprehensive income for the year

Profit for the year
-
7,284,111
7,284,111
7,284,111
Total comprehensive income for the year
-
7,284,111
7,284,111
7,284,111


Contributions by and distributions to owners

Shares redeemed during the year
(2,600,000)
-
(2,600,000)
(2,600,000)


Total transactions with owners
(2,600,000)
-
(2,600,000)
(2,600,000)


At 31 December 2022
5,010,863
11,807,298
16,818,161
16,818,161


The notes on pages 20 to 38 form part of these financial statements.

Page 15

 
OVERLAND SHOES LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 January 2023
5,010,863
11,577,350
16,588,213


Comprehensive income for the year

Profit for the year
-
7,380,157
7,380,157
Total comprehensive income for the year
-
7,380,157
7,380,157


At 31 December 2023
5,010,863
18,957,507
23,968,370



COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 January 2022
7,610,863
4,408,224
12,019,087


Comprehensive income for the year

Profit for the year
-
7,169,126
7,169,126
Total comprehensive income for the year
-
7,169,126
7,169,126


Contributions by and distributions to owners

Shares redeemed during the year
(2,600,000)
-
(2,600,000)


Total transactions with owners
(2,600,000)
-
(2,600,000)


At 31 December 2022
5,010,863
11,577,350
16,588,213


The notes on pages 20 to 38 form part of these financial statements.

Page 16

 
OVERLAND SHOES LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Profit for the financial year
7,407,818
7,284,111

Adjustments for:

Depreciation of tangible assets
121,334
100,890

Loss on disposal of tangible assets
-
2,961

Interest paid
369,413
257,198

Interest received
(45,622)
(1,226)

Taxation charge
2,277,090
2,029,473

Decrease/(increase) in stocks
2,913,876
(4,484,890)

(Increase) in debtors
(2,040,247)
(2,101,957)

(Decrease)/increase in creditors
(2,655,484)
2,472,893

Corporation tax (paid)
(2,203,985)
(2,159,502)

Net cash generated from operating activities

6,144,193
3,399,951


Cash flows from investing activities

Purchase of intangible fixed assets
-
(2,118,615)

Sale of intangible assets
-
4,039

Purchase of tangible fixed assets
(28,324)
-

Interest received
45,622
1,226

Net cash from investing activities

17,298
(2,113,350)

Cash flows from financing activities

Purchase of non-equity shares
-
(2,600,000)

New secured loans
-
1,201,499

Repayment of loans
(51,395)
-

Repayment of other loans
(205,000)
-

Movements on invoice discounting
(4,987,821)
4,277,821

Interest paid
(369,413)
(257,198)

Net cash used in financing activities
(5,613,629)
2,622,122

Net increase in cash and cash equivalents
547,862
3,908,723

Cash and cash equivalents at beginning of year
7,185,211
3,276,488

Cash and cash equivalents at the end of year
7,733,073
7,185,211

Page 17

 
OVERLAND SHOES LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023


2023
2022

£
£


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
7,733,073
7,185,211

7,733,073
7,185,211


The notes on pages 20 to 38 form part of these financial statements.

Page 18

 
OVERLAND SHOES LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023




At 1 January 2023
Cash flows
At 31 December 2023
£

£

£

Cash at bank and in hand

7,185,211

547,862

7,733,073

Debt due after 1 year

(1,200,302)

151,394

(1,048,908)

Debt due within 1 year

(480,718)

379,521

(101,197)


5,504,191
1,078,777
6,582,968

The notes on pages 20 to 38 form part of these financial statements.

Page 19

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Overland Shoes Limited is a private company, limited by shares, domiciled in England and Wales, registration number 05339126. The registered office is 1 Lawfords Wharf, Lyme Street, London, England, NW1 0SF. The principal activity of the company continued to be that of footwear design and wholesale distribution. 

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 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 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 purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 31 December 2023.

This is the first year that the Company is presenting consolidated financial statements. This is because it emerged that its investment in its French trading entity constituted a subsidiary company which should have been included within consolidated financial statements. As a result, the consolidated results of the group have been prepared for the current and comparative periods.

Page 20

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

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.

 
2.4

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.

Page 21

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
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.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.6

Interest income

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

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.8

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.9

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 22

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.10

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.


 
2.11

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.

This is with the exception of leasehold property which is recorded under the revaluation model. Under this model the asset is carried at a revalued amount, being its fair value at the date of revaluation less subsequent depreciation and impairment, provided that fair value can be measured reliably.

Page 23

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.11
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:

Long-term leasehold property
-
2%
straight line
Fixtures and fittings
-
33%
straight line
Other fixed assets
-
33%
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.

 
2.12

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Consolidated statement of comprehensive income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Investments in listed company shares are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period.

 
2.14

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.

Page 24

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.15

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.

 
2.16

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.

 
2.17

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.

 
2.18

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.

 
2.19

Financial instruments

Financial instruments are recognised in the Group's Balance sheet when the Group becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for
Page 25

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.19
Financial instruments (continued)

objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic 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 Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.

Page 26

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In applying the Company's accounting policies, the director is required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The director's judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.
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, if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods.
The director does not believe that there have been judgements (apart from those involving estimates) made in the process of applying the above accounting policies that have had a significant effect onamounts recognised in the financial statements.


4.


Turnover

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


2023
2022
£
£

Shoe design, wholesale and distribution
62,920,499
59,321,913

62,920,499
59,321,913


Analysis of turnover by country of destination:

2023
2022
£
£

United Kingdom
1,442,578
2,409,495

Rest of Europe
56,742,596
49,916,104

Rest of the world
4,735,325
6,996,314

62,920,499
59,321,913



5.


Operating profit

The operating profit is stated after charging:

2023
2022
£
£

Exchange differences
1,798,390
(1,661,390)

Other operating lease rentals
157,873
171,359

Page 27

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

6.


Auditors' remuneration

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


2023
2022
£
£

Fees payable to the Company's auditors and their associates for the audit of the consolidated and parent Company's financial statements
29,750
28,150


7.


Employees

Staff costs, including director's remuneration, were as follows:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£


Wages and salaries
4,083,308
3,494,720
4,048,596
3,418,359

Social security costs
484,959
457,830
484,959
457,438

Cost of defined contribution scheme
53,638
74,618
53,638
74,618

4,621,905
4,027,168
4,587,193
3,950,415


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



Group
Group
Company
Company
        2023
        2022
        2023
        2022
            No.
            No.
            No.
            No.









Staff
57
47
57
47

Page 28

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Director's remuneration

2023
2022
£
£

Director's emoluments
412,256
371,975

412,256
371,975


The highest paid director received remuneration of £415,256 (2022 - £371,957).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £NIL (2022 - £NIL).

The value of the Group's contributions paid to a defined benefit pension scheme in respect of the highest paid director amounted to £NIL (2022 - £NIL).


9.


Interest receivable

2023
2022
£
£


Other interest receivable
45,622
1,226

45,622
1,226


10.


Interest payable and similar expenses

2023
2022
£
£


Bank interest payable
276,838
233,773

Other loan interest payable
92,575
23,425

369,413
257,198

Page 29

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
2,299,477
2,027,917

Adjustments in respect of previous periods
(14,324)
-


2,285,153
2,027,917


Total current tax
2,285,153
2,027,917

Deferred tax


Origination and reversal of timing differences
(8,063)
1,556

Total deferred tax
(8,063)
1,556


2,277,090
2,029,473

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2022 - higher than) the standard rate of corporation tax in the UK of 25% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit on ordinary activities before tax
9,684,908
9,313,584


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2022 - 19%)
2,421,227
1,769,581

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
38,108
263,044

Capital allowances for year in excess of depreciation
(7,863)
4,877

Adjustments to tax charge in respect of prior periods
(14,324)
12,262

Other timing differences leading to an increase (decrease) in taxation
(153,143)
1,556

Other differences leading to an increase (decrease) in the tax charge
(6,915)
(21,847)

Total tax charge for the year
2,277,090
2,029,473

Page 30

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
11.Taxation (continued)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


12.


Tangible fixed assets

Group






Long-term leasehold property
Fixtures and fittings
Other fixed assets
Total

£
£
£
£



Cost or valuation


At 1 January 2023
2,063,685
242,118
66,797
2,372,600


Additions
-
10,186
18,138
28,324



At 31 December 2023

2,063,685
252,304
84,935
2,400,924



Depreciation


At 1 January 2023
27,516
130,771
38,139
196,426


Charge for the year on owned assets
40,723
62,094
18,516
121,333



At 31 December 2023

68,239
192,865
56,655
317,759



Net book value



At 31 December 2023
1,995,446
59,439
28,280
2,083,165



At 31 December 2022
2,036,169
111,347
28,658
2,176,174




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


2023
2022
£
£

Long leasehold
1,995,446
2,036,169

1,995,446
2,036,169


Page 31

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

           12.Tangible fixed assets (continued)


Company






Long-term leasehold property
Fixtures and fittings
Other fixed assets
Total

£
£
£
£

Cost or valuation


At 1 January 2023
2,063,685
242,118
66,797
2,372,600


Additions
-
10,186
18,138
28,324



At 31 December 2023

2,063,685
252,304
84,935
2,400,924



Depreciation


At 1 January 2023
27,516
130,771
38,139
196,426


Charge for the year on owned assets
40,723
62,094
18,516
121,333



At 31 December 2023

68,239
192,865
56,655
317,759



Net book value



At 31 December 2023
1,995,446
59,439
28,280
2,083,165



At 31 December 2022
2,036,169
111,347
28,658
2,176,174





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


2023
2022
£
£

Long leasehold
1,995,446
2,036,169

1,995,446
2,036,169


Page 32

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
22,727



At 31 December 2023

22,727





At 1 January 2023
22,727


Reversal of impairment losses
(22,727)



At 31 December 2023

-



Net book value



At 31 December 2023
22,727



At 31 December 2022
-


Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Overland Shoes France SARL
Voie du Bois - 10150 LAVAU
Ordinary
100%

The aggregate of the share capital and reserves as at 31 December 2023 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)

Overland Shoes France SARL
247,033
34,448

Page 33

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Stocks

Group

Group
Company

Company
2023
2022
2023
2022
£
£
£
£

Finished goods and goods for resale
10,771,411
13,685,288
10,511,875
13,350,864

10,771,411
13,685,288
10,511,875
13,350,864


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


15.


Debtors

Group

Group
Company

Company
2023
2022
2023
2022
£
£
£
£


Trade debtors excluding factored debts
459,546
873,378
301,225
776,060

Factored debts
10,366,912
8,949,445
10,366,912
8,949,445

Amounts owed by group undertakings
-
-
-
559,283

Other debtors
1,995,135
83,709
1,995,135
83,709

Prepayments and accrued income
1,375,786
1,119,331
1,375,786
1,119,331

14,197,379
11,025,863
14,039,058
11,487,828



16.


Cash and cash equivalents

Group

Group
Company

Company
2023
2022
2023
2022
£
£
£
£

Cash at bank and in hand
7,733,073
7,185,211
7,733,073
6,650,273

7,733,073
7,185,211
7,733,073
6,650,273


Page 34

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

17.


Creditors: Amounts falling due within one year

Group

Group
Company

Company
2023
2022
2023
2022
£
£
£
£

Bank loans
101,197
101,197
101,197
101,197

Other loans
-
105,000
-
105,000

Trade creditors
5,076,536
7,264,991
5,076,536
7,264,991

Amounts owed to group undertakings
-
-
202,556
-

Corporation tax
1,160,193
1,079,025
1,160,193
1,079,025

Other taxation and social security
571,890
406,152
231,813
228,703

Proceeds of factored debts
-
3,856,553
-
3,856,553

Other creditors
-
274,521
-
274,521

Accruals and deferred income
2,581,955
2,940,201
2,581,955
2,940,201

9,491,771
16,027,640
9,354,250
15,850,191



18.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Bank loans
1,048,908
1,100,302
1,048,908
1,100,302

Other loans
-
100,000
-
100,000

1,048,908
1,200,302
1,048,908
1,200,302


The aggregate amount of secured liabilities is £1,150,105 (2022: £1,201,499). The loans are secured on the properties of the company.

Page 35

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

19.


Deferred taxation


Group





2023


£






At beginning of year
(26,433)


Charged to profit or loss
8,063



At end of year
(18,370)

Company




2023


£






At beginning of year
(26,433)


Charged to profit or loss
8,063



At end of year
(18,370)

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Accelerated capital allowances
(18,370)
(26,433)
(18,370)
(26,433)

(18,370)
(26,433)
(18,370)
(26,433)


20.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



2 (2022 - 2) Ordinary shares of £1.00 each
2
2
5,010,861 (2022 - 5,010,861) 3% non-cumulative redeemable preference shares shares of £1.00 each
5,010,861
5,010,861

5,010,863

5,010,863


Page 36

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

20.Share capital (continued)

The redeemable preference shares are redeemable at the discretion of the company with a months notice period. There is no premium upon redemption. Upon liquidation the redeemable preference shares rank in preference to any distribution made on the ordinary shares. The redeemable preference shares carry no voting rights.


21.


Reserves

Profit and loss account

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


22.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £53,638 (2022: £74,618).
Contributions totalling £NIL (2022: £NIL) were payable to the fund at the balance sheet date and are included in creditors.


23.


Commitments under operating leases

At 31 December 2023 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group

Group
Company

Company
2023
2022
2023
2022
£
£
£
£

Not later than 1 year
149,643
134,025
149,643
134,025

Later than 1 year and not later than 5 years
205,009
283,668
205,009
283,668

354,652
417,693
354,652
417,693

Page 37

 
OVERLAND SHOES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

24.


Related party transactions

During the year transactions with the following related parties occured:
During the year the company made sales of £440,801 (2022: £501,628) to entities under common control.
At the year end the following amounts were due from/(to) the related parties:



2023
2022
£
£

Key management personnel
325,204
(274,519)
Entities which control the company
-
(205,000)
Entities under control and common control
353,896
-
679,100
(479,519)


25.


Controlling party

The company's ultimate control rests with the trustees of The Windy Trust and The MSC Trust, owners of MSC Shoes Limited and Windy Shoes Limited respectively whom each hold 50% of the voting issues share capital of Overland Shoes Limited.

Page 38