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Registered number: 05501977
The Brewery On Chiswell Street Limited
Financial statements
For the period ended 30 June 2024
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The Brewery On Chiswell Street Limited
Company Information
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J E C Varah (appointed 5 June 2023)
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L K Beament (appointed 13 August 2024)
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P Jacobse (appointed 13 August 2024)
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Chartered Accountants & Statutory Auditor
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168 Shoreditch High Street
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The Brewery On Chiswell Street Limited
Contents
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Independent auditors' report
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Statement of profit or loss and other comprehensive income
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Statement of financial position
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Statement of changes in equity
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Notes to the financial statements
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The Brewery On Chiswell Street Limited
Strategic report
For the period ended 30 June 2024
The directors present their Strategic report, Directors' report and the financial statements for the period ended 30 June 2024.
Business review
The Company generated revenues of £32.4m for the 17 months ended 30 June 2024 (year ended 31 January 2023: £21.6m), which generated a gross profit for the same period of £18.6m (year ended 31 January 2023: £12.2m).
The gross margin was 57.3% (2023: 56.7%). Restoring gross margins to pre pandemic levels has been a key focus, given inflationary pressures that affected direct labour and materials costs.
Indirect costs were better leveraged as they dropped to 30.5% as a % of revenues (year ended 31 January 2023: 31.4%). Adjusted EBITDA rose 60.1% from £7.3m (year ended 31 January 2023) to £11.7m.
Financial key performance indicators
The key performance indicators of the company are turnover, gross profit and margin. This information allows management to monitor activity and cost levels. Gross profit for the period ended 30 June 2024 was £18,567,572 (2023: £12,210,821) achieving a margin on sales of 57% (2023: 57%).
Page 1
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The Brewery On Chiswell Street Limited
Strategic report (continued)
For the period ended 30 June 2024
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The Brewery On Chiswell Street Limited
Strategic report (continued)
For the period ended 30 June 2024
Principal risks and uncertainties
Currency risk
All the Group's revenues and costs are denominated in Sterling. Therefore the directors consider that the Group has no material exposure to currency risk.
Credit risk
The Group's principal financial assets are cash and trade debtors. There is minimal credit risk associated with the Group's cash balances as these are all held with recognised financial institutions. The Group's principal credit risk is the recovery of trade debtor amounts. This risk is managed by the setting of credit limits for customers based on a combination of third party credit reference agency limits or trading experience and payment history. There is a credit control function to actively chase outstanding debts.
Liquidity risk
The Group seeks to manage its financial risk to ensure that sufficient liquidity is available to meet foreseeable needs in both the short and the long term.
This report was approved by the board and signed on its behalf.
Page 3
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The Brewery On Chiswell Street Limited
Directors' report
For the period ended 30 June 2024
The directors present their report and the financial statements for the period ended 30 June 2024.
The principal activity of the company continued to be the operation of 'The Brewery' for the provision of conferencing and banqueting services.
The directors who served during the period were:
P R Lewin
J E C Varah (appointed 5 June 2023)
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The profit for the period, after taxation, amounted to £2,798,910 (2023: £2,335,975).
Interim dividends of £Nil (2023: £Nil) were paid during the period. The directors do not recommend the payment of final dividend.
Directors' responsibilities statement
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The directors are responsible for preparing the Strategic report, Directors' report and the financial statements, in accordance with applicable law.
Company law requires the directors to prepare financial statements for each financial year. Under that law they have elected to prepare the financial statements in accordance with International Financial Reporting Standards (IFRS) in conformity with the requirements of the Companies Act 2006.
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 of the profit or loss of the Company for that period. In preparing the financial statements, the directors are required to:
∙select suitable accounting policies and then apply them consistently;
∙make judgements and estimates that are reasonable and prudent;
∙state whether they have been prepared in accordance with IFRS in conformity with the requirements of the Companies Act 2006, subject to any material departures disclosed and explained in the financial statements;
∙assess the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
∙use the going concern basis of accounting unless they either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.
Matters covered in the strategic report
Items required under schedule 7 to be disclosed in the directors' report are set out in the strategic report in accordance with s.414C(11) Companies Act 2006.
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The Brewery On Chiswell Street Limited
Directors' report (continued)
For the period ended 30 June 2024
No significant future developments.
Disclosure of information to auditors
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Each of the persons who are directors at the time when this Directors' report is approved have confirmed that:
∙so far as the director are aware, there is no relevant audit information of which the Company's auditors are unaware, and
∙the director have taken all the steps that ought to have been taken as director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
On 31 July 2024, P R Lewin sold 100% of his shares in City Brewery Limited, the immediate parent company undertaking of the Company, to OVG Europe Hospitality Limited.
The auditors, Kreston Reeves LLP, will be replaced by BDO LLP who will be proposed for appointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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The Brewery On Chiswell Street Limited
Independent auditors' report to the members of The Brewery On Chiswell Street Limited
We have audited the financial statements of The Brewery On Chiswell Street Limited for the period ended 30 June 2024 which comprise the Statement of profit or loss and other comprehensive income, the Statement of financial position, the Statement of cash flows, the Statement of changes in equity and the related notes, including a summary of significant accounting policies set out on pages 16 - 26. The financial reporting framework that has been applied in their preparation is applicable by law and International Financial Reporting Standards (IFRSs) in conformity with the requirements of Companies Act 2006.
In our opinion the financial statements:
∙give a true and fair view of the state of the Company's affairs as at 30 June 2024 and of its profit for the period then ended;
∙have been properly prepared in accordance with IFRSs in conformity with the requirements of Companies Act 2006; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.
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 Company 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
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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. Our evaluation of the directors' assessment of the Company's ability to continue to adopt the going concern basis of accounting included:
∙Examining the post period end performance of the company, using management accounts which show it has continued to making profits.
∙Examining forecasts prepared up to 30 June 2026 which detail the company's continued strong results and high levels of bookings.
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 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.
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The Brewery On Chiswell Street Limited
Independent auditors' report to the members of The Brewery On Chiswell Street Limited (continued)
The director is responsible for the 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 report. Our 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.
In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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
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In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
∙the 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 Company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, or returns adequate for our audit have not been received from branches not visited by us; or
∙the 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 on page 4, 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 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 Company or to cease operations, or have no realistic alternative but to do so.
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The Brewery On Chiswell Street Limited
Independent auditors' report to the members of The Brewery On Chiswell Street Limited (continued)
Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these 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:
Capability of the audit in detecting irregularities, including fraud
Based on our understanding of the Company and industry, and through discussion with the directors and other management (as required by auditing standards), we identified that the principal risks of non-compliance with laws and regulations related to The Food Safety Act 1990, The Food Safety and Hygiene (England) Regulations 2013, health and safety, anti-bribery and employment law. We considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and taxation legislation. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to increase revenue or reduce expenditure, management bias in accounting estimates and judgemental areas of the financial statements such as valuation of right-of-use assets. Audit procedures performed by the engagement team included:
∙Discussions with management and assessment of known or suspected instances of non-compliance with laws and regulations (including health and safety) and fraud; and
∙Assessment of identified fraud risk factors; and
∙Challenging assumptions and judgement made by management in its significant accounting estimates; and
∙Confirmation of related parties with management, and review of transactions throughout the period to identify any previously undisclosed transactions with related parties outside the normal course of business; and
∙Performing analytical procedures with automated data analytics tools to identify any unusual or unexpected relationships, including related party transactions, that may indicate risks of material misstatement due to fraud; and
∙Review of significant and unusual transactions and evaluation of the underlying financial rationale supporting the transactions; and
∙Identifying and testing journal entries, in particular any manual entries made at the period end for financial statement preparation.
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The Brewery On Chiswell Street Limited
Independent auditors' report to the members of The Brewery On Chiswell Street 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.
As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
∙Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
∙Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion of the effectiveness of the Company's internal control.
∙Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
∙Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.
∙Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
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 2006. Our 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.
Stephen Moss BSc (Hons) ACA (Senior Statutory Auditor)
for and on behalf of
Kreston Reeves LLP
Chartered Accountants
Statutory Auditor
London
30 July 2025
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The Brewery On Chiswell Street Limited
Statement of profit or loss and other comprehensive income
For the period ended 30 June 2024
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Total comprehensive income
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The notes on pages 16 to 45 form part of these financial statements.
The results for the period reflect trading from continuing operations.
Total comprehensive income is allocated in full to the owners of the Company.
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Page 10
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The Brewery On Chiswell Street Limited
Registered number: 05501977
Statement of financial position
As at 30 June 2024
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Property, plant and equipment
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Trade and other receivables
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Trade and other receivables
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Cash and cash equivalents
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The Brewery On Chiswell Street Limited
Registered number: 05501977
Statement of financial position (continued)
As at 30 June 2024
Issued capital and reserves
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The financial statements on pages 10 to 45 were approved and authorised for issue by the board of directors and were signed on its behalf by:
The notes on pages 16 to 45 form part of these financial statements.
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The Brewery On Chiswell Street Limited
Statement of changes in equity
For the period ended 30 June 2024
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Comprehensive income for the period
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Total comprehensive income for the period
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Comprehensive income for the period
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Total comprehensive income for the period
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The Brewery On Chiswell Street Limited
Statement of cash flows
For the period ended 30 June 2024
Cash flows from operating activities
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Depreciation of property, plant and equipment
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Amortisation of intangible fixed assets
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Adjustment to amortisation on reclassification of website costs to intangible assets
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Loss on sale of property, plant and equipment
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Movements in working capital:
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Increase in trade and other receivables
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Increase in amounts owed to related parties
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(Decrease)/increase in trade and other payables
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Increase in amounts owed to group undertakings
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Cash generated from operations
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Net cash from operating activities
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Cash flows from investing activities
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Purchases of property, plant and equipment
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Proceeds from disposal of property, plant and equipment
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Net cash used in investing activities
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Cash flows from financing activities
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Proceeds from bank borrowings
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Repayment of bank borrowings
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Payment of lease interest liabilities
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Repayment of leasing liabilities
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Net cash from/(used in) financing activities
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Net increase in cash and cash equivalents
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The Brewery On Chiswell Street Limited
Statement of cash flows (continued)
For the period ended 30 June 2024
Cash and cash equivalents at the beginning of period
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Cash and cash equivalents at the end of the period
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The notes on pages 16 to 45 form part of these financial statements.
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
The Brewery On Chiswell Street Limited (the 'Company') is a private company, limited by shares, incorporated and registered in England. The company's registered number can be found on the Company Information page. The Company's registered office is at Hilsdon House, 2 Outernet Place, London, WC2H 8AQ . The Company's principal activity is the provision of conferencing and banqueting services and the company's principal place of business is The Brewery, 52 Chiswell Street, London, EC1Y 4SD.
2.Accounting policies
The financial statements have been prepared in accordance with International Financial Reporting Standards, International Accounting Standards and Interpretations (collectively IFRS) issued by the International Accounting Standards Board (IASB) as adopted by the United Kingdom (“adopted IFRSs”) and those parts of the Companies Act 2006 which apply to companies preparing their financial statements under IFRSs.
The financial statements have been prepared on a going concern basis under the historical cost basis except for derivative financial instruments which are stated at fair value. The directors believe that preparing the accounts on the going concern is appropriate.
The financial statements of the Company are for the period ended 30 June 2024. The financial statements were authorised for issue by the directors on the date specified on the Statement of financial position.
These financial statements cover the 17 month period from 1 February 2023 to 30 June 2024. The prior period financial statements cover the 12 month period from 1 February 2022 to 31 January 2023, and as such as not entirely comparable. The reporting period was changed to align the accounting period with companies within the new group (see Note 27 for further details).
Details of the accounting policies applied, including changes in the period, are as follows:
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Adoption of new and revised standards
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a) New standards, interpretations and amendments adopted from 1 January 2023
The following amendments are effective for the period beginning 1 January 2023:
∙IFRS 17 Insurance Contracts;
∙Disclosure of Accounting Policies (Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2 Making Materiality Judgements);
∙Definition of Accounting Estimates (Amendments to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors);
∙Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12 Income Taxes); and
∙International Tax Reform – Pillar Two Model Rules (Amendment to IAS 12 Income Taxes) (effective immediately upon the issue of the amendments and retrospectively).
These amendments to various IFRS Accounting Standards are mandatory effective for reporting periods beginning on or after 1 January 2023. See the applicable notes for further details on how the amendments affected the Company.
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
2.Accounting policies (continued)
IFRS 17 Insurance Contracts
IFRS 17 was issued by the IASB in 2017 and replaces IFRS 4 for annual reporting periods beginning on or after 1 January 2023.
IFRS 17 introduces an internationally consistent approach to the accounting for insurance contracts. Prior to IFRS 17, significant diversity has existed worldwide relating to the accounting for and disclosure of insurance contracts, with IFRS 4 permitting many previous accounting approaches to be followed. Since IFRS 17 applies to all insurance contracts issued by an entity (with limited scope exclusions), its adoption may have an effect on non-insurers. The Company carried out an assessment of its contracts and operations and concluded that the adoption of IFRS 17 has had no effect on the financial statements of the Company.
Disclosure of Accounting Policies (Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2 Making Materiality Judgements)
In February 2021, the IASB issued amendments to IAS 1 and IFRS Practice Statement 2. The amendments aim to make accounting policy disclosures more informative by replacing the requirement to disclose ‘significant accounting policies’ with ‘material accounting policy information’. The amendments also provide guidance under what circumstance, the accounting policy information is likely to be considered material and therefore requiring disclosure. These amendments have no effect on the measurement or presentation of any items in the financial statements of the Company but affect the disclosure of accounting policies .
Definition of Accounting Estimates (Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors)
The amendments to IAS 8, which added the definition of accounting estimates, clarify that the effects of a change in an input or measurement technique are changes in accounting estimates, unless resulting from the correction of prior period errors. These amendments clarify how entities make the distinction between changes in accounting estimate, changes in accounting policy and prior period errors.
These amendments had no effect on the financial statements of the Company.
Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12 Income Taxes)
In May 2021, the IASB issued amendments to IAS 12, which clarify whether the initial recognition exemption applies to certain transactions that result in both an asset and a liability being recognised simultaneously (e.g. a lease in the scope of IFRS 16). The amendments introduce an additional criterion for the initial recognition exemption, whereby the exemption does not apply to the initial recognition of an asset or liability which at the time of the transaction, gives rise to equal taxable and deductible temporary differences.
These amendments had no effect on the annual financial statements of the Company.
International Tax Reform – Pillar Two Model Rules (Amendment to IAS 12 Income Taxes)
In December 2021, the Organisation for Economic Co-operation and Development (OECD) released a draft legislative framework for a global minimum tax that is expected to be used by individual jurisdictions. The goal of the framework is to reduce the shifting of profit from one jurisdiction to another in order to reduce global tax obligations in corporate structures. In March 2022, the OECD released detailed technical guidance on Pillar Two of the rules.
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
2.Accounting policies (continued)
Stakeholders raised concerns with the IASB about the potential implications on income tax accounting, especially accounting for deferred taxes, arising from the Pillar Two model rules. The IASB issued the final Amendments (the Amendments) International Tax Reform – Pillar Two Model Rules, in response to stakeholder concerns on 23 May 2023.
The Amendments introduce a mandatory exception to entities from the recognition and disclosure of information about deferred tax assets and liabilities related to Pillar Two model rules. The exception is effective immediately and retrospectively. The Amendments also provide for additional disclosure requirements with respect to an entity’s exposure to Pillar Two income taxes.
The directors have determined that the Company is not within the scope of OECD’s Pillar Two Model Rules and the exception to the recognition and disclosure of information about deferred tax assets and liabilities related to Pillar Two income taxes is not applicable to the Company.
b) New standards, interpretations and amendments not yet effective
There are a number of standards, amendments to standards, and interpretations which have been issued by the IASB that are effective in future accounting periods that the Company has decided not to adopt early. The following amendments are effective for the period beginning 1 January 2024:
∙Liability in a Sale and Leaseback (Amendments to IFRS 16 Leases);
∙Classification of Liabilities as Current or Non-Current (Amendments to IAS 1 Presentation of Financial Statements);
∙Non-current Liabilities with Covenants (Amendments to IAS 1 Presentation of Financial
Statements); and
∙Supplier Finance Arrangements (Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures)
The following amendments are effective for the period beginning 1 January 2025:
∙Lack of Exchangeability (Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates)
The following amendments are effective for the period beginning 1 January 2026:
∙Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7)
∙Annual Improvements to IFRS Accounting Standards - (IFRS 1, 7, 9 and 10 and IAS 7)
The following amendments are effective for the period beginning 1 January 2027:
∙IFRS 18 Presentation and Disclosure in Financial Statements
∙IFRS 19 Subsidaries without Public Accountability: Disclosures
The Company is currently assessing the impact of these new accounting standards and amendments. The Company does not believe that the amendments to IAS 1 will have a significant impact on the classification of its liabilities as there have been no breaches of covenants for loans outstanding at the balance sheet date. The Company does not expect any other standards issued by the IASB, but are yet to be effective, to have a material impact on the Company.
Page 18
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
2.Accounting policies (continued)
The financial statements have been prepared on a going concern basis with the Company reporting a profit after tax in the 17 months ended 30 June 2024 of £2,798,910 (2023: £2,335,975). As at the Statement of Financial Position date, the Company is in a net liability position of £18,447,538 (31 January 2023: £21,246,448). However removing the right of use asset and its associated liability as mandated by IFRS 16, the Company is in a net liability position at the balance sheet date of £5,161,518 (2023: £7,204,000).
Notwithstanding the above risks, the company and the wider group expect to maintain and improve EBITDA and net cash generative operations.
The company is an integral part of the wider OVG Europe Hospitality group and a significant contributor to group performance.
The Directors consider the going concern of the company within the context of the group as a whole.
On the 31 July 2024 the entire share capital of The City Brewery Limited was acquired by OVG Europe Holdings Limited whose ultimate parent undertaking is OVG Holdings LLC, a company incorporated in the United States of America. The registered address is 5050 S Syracuse St, Suite 800, Denver, CO 80237. As part of the change of control, third party debt consisting of £13,247,582 were repaid in full. This has significantly reduced the Company’s uncertainties with regard to going concern.
The group, funds capital investments principally through use of available capital, loan notes and long-term bank facilities and meets its day-to-day working capital requirements through the use of cash, operating cash flows, and bank revolving credit facilities.
The Directors have prepared base case forecasts based upon the Group’s budget and rolling forecasts for 2023 and 2024 that show adequate headroom within existing (recently reduced) facilities that incorporate, for example:
∙potential increases to the SONIA interest rates;
∙capital expenditure at a level consistent with historical trading in addition to known new business openings, and
∙reasonable assumptions with regard to wages, costs and price inflation
The Directors have also considered downside stress test forecasts that support the Directors view that there is no material uncertainty around the Group’s ability to continue to maintain positive liquidity and meet the terms of its banking facilities, including the covenant obligations therein, for the foreseeable future.
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Foreign currency transactions
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Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
Monetary assets or liabilities denominated in foreign currencies are translated at balance date at the foreign exchange rate ruling at that date. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items that are stated at fair value are translated at the foreign exchange rate ruling at the date the fair value was determined. Foreign exchange differences arising on their translation are recognised in the statement of comprehensive income and classified according to the nature of the foreign exchange difference.
Page 19
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
2.Accounting policies (continued)
The Company recognises revenue from room hire and associated services on the day the event takes place.
Revenue from the sale of food and drink is recognised in the statement of comprehensive income when the significant risk and rewards have been transferred to the buyer, which is on the day of the relevant event that the food and drink was sold.
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Property, plant and equipment
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Items of property, plant and equipment are measured at cost less accumulated depreciation and any accumulated impairment losses.
If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment. Any gain or loss on disposal of an item of property, plant and equipment is recognised in profit or loss. Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.
Depreciation is provided on all other items of property, plant and equipment so as to write off their carrying value over their expected useful economic lives. It is provided at the following rates:
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Improvements to leasehold property
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straight line basis over life of lease
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Intangible assets acquired separately
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Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation and accumulated impairment losses. Amortisation is recognised on a straight-line basis over their estimated useful lives. The estimated useful life and amortisation method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are carried at cost less accumulated impairment losses.
Inventories are stated at the lower of cost and net realisable value. Costs of inventories are determined on a first in, first out basis. Net realisable value represents the estimated selling price for inventories less all estimated costs of completion and costs necessary to make the sale.
Page 20
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
2.Accounting policies (continued)
All regular way purchases or sales of financial assets are recognised and derecognised on a trade date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace.
All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value, depending on the classification of the financial assets.
(i) Classification of financial assets
Debt instruments that meet the following conditions are subsequently measured at amortised cost:
∙the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
∙the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Debt instruments that meet the following conditions are subsequently measured at fair value through other comprehensive income (FVOCI):
∙the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling the financial assets; and
∙the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
By default, all other financial assets are subsequently measured at fair value through profit or loss (FVTPL).
Despite the aforegoing, the Company may make the following irrevocable election/designation at initial recognition of a financial asset:
∙the Company may irrevocably elect to present subsequent changes in fair value of an equity instrument in other comprehensive income if certain criteria are met; and
∙the Company may irrevocably designate a debt investment that meets the amortised cost or FVOCI criteria as measured at FVTPL if doing so eliminates or significantly reduces an accounting mismatch.
Page 21
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
2.Accounting policies (continued)
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Financial liabilities and equity instruments
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Financial liabilities
All financial liabilities are subsequently measured at amortised cost using the effective interest method or at FVTPL.
However, financial liabilities that arise when a transfer of a financial asset does not qualify for derecognition or when the continuing involvement approach applies, financial guarantee contracts issued by the Company, and commitments issued by the Company to provide a loan at below-market interest rate are measured in accordance with the specific accounting policies set out below.
Financial liabilities subsequently measured at amortised cost
Financial liabilities that are not (i) contingent consideration of an acquirer in a business combination, (ii) held for trading, or (iii) designated as at FVTPL, are subsequently measured at amortised cost using the effective interest method.
The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the amortised cost of a financial liability.
Derecognition of financial liabilities
The Company derecognises financial liabilities when, and only when, the Company's obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognised and the consideration paid and payable, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss.
Page 22
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
2.Accounting policies (continued)
Financial assets and financial liabilities are recognised when an entity becomes a party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss.
Dividends are recognised when they become legally payable. In the case of interim dividends to equity shareholders, this is when declared by the directors. In the case of final dividends, this is when approved by the shareholders at the AGM.
Page 23
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
2.Accounting policies (continued)
As a practical expedient, IFRS 16 permits a lessee not to separate non-lease components, and instead account for any lease and associated non-lease components as a single arrangement.
The Company assesses whether a contract is or contains a lease, at inception of a contract. The Company recognises a right-of-use asset and a corresponding lease liability with respect to all lease agreements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low-value assets (defined as leases valued at less than £5,000). For these leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Company uses its incremental borrowing rate. The Company has assessed its incremental borrowing rate using a series of inputs including: government gilt rates between now and the end of the lease term and considering other borrowing rates within the market for similar companies.
Lease payments included in the measurement of the lease liability comprise:
∙fixed lease payments (including in-substance fixed payments), less any lease incentives;
The lease liability is included in the 'Loans and borrowings' line in the Statement of financial position.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.
The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.
Right-of-use assets are depreciated on a straight line basis over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Company expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.
The right-of-use assets are included in the 'Property, Plant and Equipment' line in the Statement of financial position.
The Company applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in note 2.6.
As a practical expedient, IFRS 16 permits a lessee not to separate non-lease components, and instead account for any lease and associated non-lease components as a single arrangement. The Company has used this practical expedient.
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Defined contribution schemes
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Contributions to defined contribution pension schemes are charged to the Statement of profit or loss and other comprehensive income in the period to which they relate.
Page 24
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
2.Accounting policies (continued)
Income tax expense represents the sum of the tax currently payable and deferred tax.
(i) Current tax
The tax currently payable is based on taxable profit for the period. Taxable profit differs from ‘profit before tax’ as reported in the Statement of profit or loss and other comprehensive income because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Company's current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.
(ii) Deferred tax
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. In addition, deferred tax liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill.
Deferred tax liabilities are recognised for taxable temporary differences associated with investments in subsidiaries and associates, and interests in joint ventures, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
For the purposes of measuring deferred tax liabilities and deferred tax assets for investment properties that are measured using the fair value model, the carrying amounts of such properties are presumed to be recovered entirely through sale, unless the presumption is rebutted. The presumption is rebutted when the investment property is depreciable and is held within a business model whose objective is to consume substantially all of the economic benefits embodied in the investment property over time, rather than through sale. The directors of the Company reviewed the Company's investment property portfolios and concluded that none of the Company's investment properties are held under a business model whose objective is to consume substantially all of the economic benefits embodied in the investment properties over time, rather than through sale. Therefore, the directors have determined that the ‘sale’ presumption set out in the amendments to IAS 12 is not rebutted. As a result, the Company has not recognised any deferred taxes on changes in fair value of the investment properties as the Company is not subject to any income taxes on the fair value changes of the investment properties on disposal.
Page 25
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
2.Accounting policies (continued)
International tax reform - Pillar Two model rules
The Group has applied the mandatory exception to the recognition and disclosure of information about deferred tax assets and liabilities related to Pillar Two income taxes (i.e. income taxes arising from the jurisdictional implementation of OECD’s Pillar Two Model Rules).
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Cash and cash equivalents
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Cash and cash equivalents comprise cash in hand and demand deposits, together with other short-term, highly liquid investments maturing within 90 days from the date of acquisition that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in value.
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Functional and presentation currency
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These financial statements are presented in pound sterling, which is the Company's functional currency. All amounts have been rounded to the nearest pound, unless otherwise indicated.
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Accounting estimates and judgements
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The preparation of financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts in the financial statements. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively.
Information about critical judgements in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements is included in the following notes:
∙Note 2.3: Going concern - The Directors' going concern assessment is based upon future forecasts of the Company's trading. These forecasts are based upon committed bookings to date, the venues capacity and management's experience of the costs of running these events.
∙Note 11.2: Deferred tax asset - The recognition of the deferred tax asset is based on the assumption that the Company will have future taxable profits to utilise carried forward taxable losses. This assessment has been based upon future forecasts of the Company's trading. The deferred tax asset recognised in these financial statements is £317,380 (2023: £236,316).
∙Note 2.6 and 13: Property, plant and equipment - As part of the right-of-use asset and its associated liability, management have considered the length of the lease. There is a revisionary lease however management haven't included this in the lease term, as part of the calculation, as there is no certainty that this will be exercised. The carrying value of the right-of-use asset is £10,821,302 (2023: £13,020,127).
∙Note 17: The lease liability has been recognised using an effective interest rate. This has been calculated from the gilt market and other external factors. The value of the lease liability due within one year recognised in these financial statements is £2,838,962 (2023: £2,163,187) and the value of lease liability long-term portion of the lease liability recognised in these financial statements is £21,268,360 (2023: £24,899,388).
Page 26
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
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The revenue, profit before taxation and net assets are attributable to the one principal activity of the Company, the letting and operating of conferencing and banqueting services, from the Company's location in the UK. Consequently the Company has one business and one geographic segment, which is the United Kingdom.
The following is an analysis of the Company's revenue for the period from continuing operations:
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Revenue from core services
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Depreciation of right-of-use assets
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Depreciation of property, plant and equipment (exc. right-of-use assets)
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Amortisation - intangible fixed assets
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During the period, the Company obtained the following services from the Company's auditors:
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Fees payable to the Company's auditors for the audit of the Company's
financial statements
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The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.
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Page 27
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
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Employee benefit expenses
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Employee benefit expenses (including directors) comprise:
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Employers national insurance
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Defined contribution pension cost
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The monthly average number of persons, including the directors, employed by the Company during the period was as follows:
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Management and administration
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Key management personnel wages and salaries were £887,240 (2023: £nil) and defined contribution pension costs were £42,284 (2023: £nil).
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Page 28
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
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Company contributions to pension schemes
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The highest paid director's emoluments were as follows:
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Total emoluments and amounts receivable under long-term incentive schemes (excluding shares)
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Company contributions to pension schemes
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Finance income and expense
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Recognised in profit or loss
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Interest on lease liabilities
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Net finance expense recognised in profit or loss
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Page 29
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
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11.1 Income tax recognised in profit or loss
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Adjustments in respect of prior years
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Origination and reversal of timing differences
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The reasons for the difference between the actual tax charge for the period and the standard rate of corporation tax in the United Kingdom applied to profits for the period are as follows:
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Income tax expense (including income tax on associate, joint venture and discontinued operations)
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Profit before income taxes
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Tax using the Company's domestic tax rate of 24.3% (2023: 19.0%)
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Expenses not deductible for tax purposes, other than goodwill, amortisation and impairment
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Capital allowances for the period in excess of depreciation
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Utilisation of tax losses
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Adjustments to tax charge in respect of prior periods
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Capitalised revenue expenditure allowable on accounts basis
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Non-trade loan relationships
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Changes in provisions leading to an increase/(decrease) in the tax charge
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Unrelieved tax losses carried forward
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Page 30
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
11.Tax expense (continued)
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11.2 Deferred tax balances
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The following is the analysis of deferred tax assets/(liabilities) presented in the statement of financial position:
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Recognised in profit or loss
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Fixed asset timing differences
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Short term timing differences
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Tax losses carried forward
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Fixed asset timing differences
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Short term timing differences
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Tax losses carried forward
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Changes in tax rates and factors affecting future tax charges
There are no factors affecting future tax charges.
Pillar Two disclosures
The Company has considered Pillar Two reform and Qualified Domestic Minimum Top-Up Tax (QDMTT) and does not expect material top up tax in the period. There were no dividends declared after the reporting period and hence no tax consequences in respect of this.
Page 31
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The Brewery On Chiswell Street Limited
Notes to the financial statements
For the period ended 30 June 2024
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Transferred from tangible assets
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Accumulated amortisation and impairment
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Transferred from tangible assets
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Page 32
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