Company registration number 01305000 (England and Wales)
BARNES & MULLINS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
BARNES & MULLINS LIMITED
COMPANY INFORMATION
Directors
B M Cleary
G J Tichopad
S J Finley
S Lewis
A R Mew
Company number
01305000
Registered office
Unit 14
Mile Oak Industrial Estate
Oswestry
Shropshire
SY10 8GA
Auditor
Gravita II LLP
Aldgate Tower
2 Leman Street
London
United Kingdom
E1 8FA
Business address
Unit 14
Mile Oak Industrial Estate
Oswestry
Shropshire
SY10 8GA
BARNES & MULLINS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Statement of financial position
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 26
BARNES & MULLINS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present the strategic report for the year ended 31 December 2024.
Review of the business
The directors consider that the key financial performance indicators are those that monitor the performance in respect of the below matrix.
Analysis of key performance indicators
Domestic business experienced the effects of a squeeze on consumer spending.
Internet sales continue to be buoyant, and the company continues to be well placed in the UK market.
Export sales for manufactured goods also felt the long tail effect of the pandemic with most markets being very cautious. However, we believe this to be short term and continue to invest in this profitable sector.
The key financial highlights are as follows:
| | | | 10,133,340 3,512,841 853,099 | 10,587,263 3,648,744 940,177 |
Principal risks and uncertainties
The company faces a number of risks and uncertainties and the directors believe that the key business risks are in respect of competition mostly from international businesses and the impact of Brexit and in ensuring that the company continues to be the first choice for business in the UK for musical instruments. In view of these risks and uncertainties, the directors are aware that the development of the company may be affected by factors outside their control.
In view of this, the directors are looking carefully at both existing and potential new markets to mitigate the risk. In addition, the following points sets out how key risks relating to technological advancements, changes in consumer tastes and new competition are being mitigated:
The company actively promotes its own brands and third party brands and undertakes marketing actions to raise brand awareness.
The company also focuses on quality, brand knowledge and detailed knowledge on a number of musical instruments that are in demand to ensure customers get quality service.
The company has long lasting relationships with numerous suppliers of well known musical instruments which sell to the company on an exclusive basis. The company’s sales team have extensive knowledge of their products which is seen as an asset.
A diminishing number of musical instrument retailers in the UK is a concern. The Board continues to consider the appropriate adaptations to the business model. So far, no significant financial impact has been felt.
BARNES & MULLINS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Financial instruments
The company's principal financial instruments comprise, import loan facilities, bank balances, bank overdrafts, trade creditors, trade debtors and finance lease agreements. The main purpose of these instruments is to raise funds for the company's operations and to finance the company's operations. The company's approach to managing risks applicable to the financial instruments concerned is shown below.
The company has a normal level of exposure to price, credit, liquidity and cash flow risks arising from trading activities. The company does not enter into any formally designated hedging arrangements.
In respect of import loan facilities, the liquidity risk is managed by ensuring there are sufficient funds to meet demands.
In respect of bank balances, the liquidity risk is managed by maintaining a balance between the continuity of funding and flexibility through the use of overdrafts at floating rates of interest.
In respect of short term trade loans these comprise amounts due to financial institutions. The interest rate on the loans from the financial institutions are at a fixed rate and repayable on a 90 day period. The company manages the liquidity risk by ensuring there are sufficient funds to meet the payments.
The company is a lessee in respect of finance leased assets. The liquidity risk in respect of these is managed in the same way as the loans above.
Trade debtors are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits.
Trade creditors liquidity risk is managed by ensuring sufficient funds are available to meet amounts due.
B M Cleary
Director
13 August 2025
BARNES & MULLINS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The company is principally engaged in the wholesale and distribution of musical instruments.
Results and dividends
The results for the year are set out on page 8.
Ordinary dividends were paid amounting to £280,000. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
B M Cleary
G J Tichopad
S J Finley
S Lewis
A R Mew
Future developments
Investment in in-house manufacturing for its own brands and for OEM products is expected to contribute toward an increase in profits. A continued focus on export is also expected to show growth.
Auditor
The auditor, Gravita II LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of directors' responsibilities
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Strategic report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.
BARNES & MULLINS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
B M Cleary
Director
13 August 2025
BARNES & MULLINS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BARNES & MULLINS LIMITED
- 5 -
Opinion
We have audited the financial statements of Barnes & Mullins Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The 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 company's affairs as at 31 December 2024 and of its 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.
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 Auditor's 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 UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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.
The other information comprises the information included in the annual report other than the financial statements and our auditor's 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. 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.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
BARNES & MULLINS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BARNES & MULLINS LIMITED (CONTINUED)
- 6 -
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 set out on page 3, 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.
Auditor's 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 auditor's 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. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.
The extent to which the audit was considered capable of detecting irregularities including fraud.
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the distribution of musical instruments;
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006 and Health and Safety legislation.
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
BARNES & MULLINS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BARNES & MULLINS LIMITED (CONTINUED)
- 7 -
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
understanding the business model as part of the control and business environment;
making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
To address the risk of fraud through management bias and override of controls, we:
performed analytical procedures to identify any unusual or unexpected relationships;
tested journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates set out in note 2 were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment by for example forgery, or intentional misrepresentation or through collusion. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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 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 auditor's 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.
Bashir Khan ACCA (Senior Statutory Auditor)
For and on behalf of Gravita II LLP, Statutory Auditor
Chartered Accountants
Aldgate Tower
2 Leman Street
London
E1 8FA
United Kingdom
14 August 2025
BARNES & MULLINS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
10,133,340
10,587,263
Cost of sales
(6,620,499)
(6,938,519)
Gross profit
3,512,841
3,648,744
Administrative expenses
(2,684,473)
(2,710,192)
Other operating income
13,667
13,667
Operating profit
4
842,035
952,219
Interest receivable and similar income
8
15,593
2,608
Interest payable and similar expenses
9
(4,529)
(14,650)
Profit before taxation
853,099
940,177
Tax on profit
10
(233,488)
(185,983)
Profit for the financial year
619,611
754,194
The income statement has been prepared on the basis that all operations are continuing operations.
BARNES & MULLINS LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
12
5,496
6,155
Tangible assets
13
161,343
213,748
Investments
14
10,300
10,300
177,139
230,203
Current assets
Stocks
16
3,491,751
3,483,448
Debtors
17
1,311,523
1,242,365
Cash at bank and in hand
1,960,177
1,705,844
6,763,451
6,431,657
Creditors: amounts falling due within one year
18
(1,145,315)
(1,169,956)
Net current assets
5,618,136
5,261,701
Total assets less current liabilities
5,795,275
5,491,904
Creditors: amounts falling due after more than one year
19
(12,047)
(48,287)
Net assets
5,783,228
5,443,617
Capital and reserves
Called up share capital
22
352,916
352,916
Profit and loss reserves
23
5,430,312
5,090,701
Total equity
5,783,228
5,443,617
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved by the board of directors and authorised for issue on 13 August 2025 and are signed on its behalf by:
B M Cleary
Director
Company registration number 01305000 (England and Wales)
BARNES & MULLINS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2023
352,916
4,626,507
4,979,423
Year ended 31 December 2023:
Profit and total comprehensive income
-
754,194
754,194
Dividends
11
-
(290,000)
(290,000)
Balance at 31 December 2023
352,916
5,090,701
5,443,617
Year ended 31 December 2024:
Profit and total comprehensive income
-
619,611
619,611
Dividends
11
-
(280,000)
(280,000)
Balance at 31 December 2024
352,916
5,430,312
5,783,228
BARNES & MULLINS LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
756,255
1,541,721
Interest paid
(4,529)
(14,650)
Income taxes paid
(194,783)
(173,634)
Net cash inflow from operating activities
556,943
1,353,437
Investing activities
Purchase of tangible fixed assets
(1,963)
(63,814)
Proceeds from disposal of tangible fixed assets
32,644
Interest received
15,593
2,608
Net cash generated from/(used in) investing activities
13,630
(28,562)
Financing activities
Repayment of bank loans
(2,713)
Payment of finance leases obligations
(36,240)
(38,120)
Dividends paid
(280,000)
(290,000)
Net cash used in financing activities
(316,240)
(330,833)
Net increase in cash and cash equivalents
254,333
994,042
Cash and cash equivalents at beginning of year
1,705,844
711,802
Cash and cash equivalents at end of year
1,960,177
1,705,844
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
1
Accounting policies
Company information
Barnes & Mullins Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 14, Mile Oak Industrial Estate, Oswestry, Shropshire, SY10 8GA.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
Group accounts
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
Barnes & Mullins Limited is a wholly owned subsidiary of Troubadour Investments Limited and the results of Barnes & Mullins Limited are included in the consolidated financial statements of Troubadour Investments Limited which are available from Aldgate Tower, 2 Leman Street, London, E1 8FA.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods sold in the normal course of business, and is shown net of VAT. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
1.4
Intangible fixed assets other than goodwill
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Patents
Over the period of the patent license
Brand name
8 years straight line
1.5
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold improvements
Over the remaining life of the lease
Plant and machinery
25% Reducing balance
Fixtures, fittings & equipment
25% Reducing balance
Motor vehicles
25% Reducing balance
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
The assets' residual values and useful lives are reviewed, and adjusted, if appropriate, at the end of each reporting period. The effect of any change is accounted for prospectively.
1.6
Fixed asset investments
Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.7
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss.
1.8
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
Cost is determined on the first-in, first-out (FIFO) method.
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.9
Cash and cash equivalents
Cash at bank and in hand are basic financial assets and include cash in hand and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.10
Financial instruments
The company has chosen to apply the provisions of Section 11 ‘Basic Financial Instruments’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Trade debtors, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as 'loans and receivables'. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.
Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans and loans from fellow group companies that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.11
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.12
Taxation
The tax expense represents the sum of the tax currently payable.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
1.13
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.14
Retirement benefits
The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations. The contributions are recognised as an expense when they are due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the company in independently administered funds.
1.15
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
Rental payable under operating leases are charged against income on a straight line basis over the lease term.
1.16
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.17
The company recognises a trade debtor on sales and a invoice discounting liability due to a third party when it has transferred substantially all of the risks and rewards of the ownership of the trade debtors and has an obligation to pay the received cash flows in full without any material delays. As the company has an obligation to buy back debts over a certain ageing, a debtor and corresponding creditor is recognised.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Stock
The company wholesales and distributes musical instruments and is subject to consumer demands. As a result it is necessary to consider the recoverability of the cost of stock and the associated provision required. When calculating the stock provision, management considers the nature and condition of the stock, as well as applying assumptions around anticipated saleability of finished goods. See note 16 for the net carrying amount of the stock and associated provision.
3
Turnover and other revenue
An analysis of the company's turnover is as follows:
2024
2023
£
£
Turnover analysed by class of business
Sale of goods - musical instruments
10,133,340
10,587,263
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
8,302,968
8,911,370
EU
1,169,245
1,041,317
Rest of the world
661,127
634,576
10,133,340
10,587,263
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
3
Turnover and other revenue
(Continued)
- 18 -
2024
2023
£
£
Other revenue
Interest income
15,593
2,608
All turnover is derived from one activity, being the company's principal activity in sale of musical instruments.
4
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses
19,698
47,467
Depreciation of owned tangible fixed assets
31,941
42,688
Depreciation of tangible fixed assets held under finance leases
22,427
29,903
Profit on disposal of tangible fixed assets
-
(13,261)
Amortisation of intangible assets
659
879
Operating lease charges
125,000
125,000
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
45,000
43,000
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Sales and distribution
10
8
Administration
11
12
Drivers and yard staff
17
19
Total
38
39
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
6
Employees
(Continued)
- 19 -
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
1,477,390
1,494,224
Social security costs
151,302
157,409
Pension costs
101,324
77,214
1,730,016
1,728,847
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
490,736
488,081
Company pension contributions to defined contribution schemes
59,860
38,795
550,596
526,876
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 5 (2023: 5).
Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
130,344
126,096
Company pension contributions to defined contribution schemes
35,000
15,000
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
15,593
2,608
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
15,593
2,608
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
9
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
7
133
Interest on invoice finance arrangements
3,256
14,517
3,263
14,650
Other finance costs:
Interest on finance leases and hire purchase contracts
1,266
-
4,529
14,650
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
233,876
195,171
Adjustments in respect of prior periods
(388)
(9,188)
Total current tax
233,488
185,983
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
853,099
940,177
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.50%)
213,275
220,942
Tax effect of expenses that are not deductible in determining taxable profit
11,720
11,013
Permanent capital allowances in excess of depreciation
8,881
(33,838)
Other permanent differences
170
Under/(over) provided in prior years
(388)
(9,188)
(Profit)/Loss on disposal of tangible fixed assets
(3,116)
Taxation charge for the year
233,488
185,983
11
Dividends
2024
2023
£
£
Interim paid
280,000
290,000
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
12
Intangible fixed assets
Goodwill
Patents
Brand name
Total
£
£
£
£
Cost
At 1 January 2024 and 31 December 2024
146,500
41,080
10,500
198,080
Amortisation and impairment
At 1 January 2024
146,500
41,080
4,345
191,925
Amortisation charged for the year
659
659
At 31 December 2024
146,500
41,080
5,004
192,584
Carrying amount
At 31 December 2024
5,496
5,496
At 31 December 2023
6,155
6,155
Brand name relates to the acquisition of Thibouville-Lamy and Huber.
13
Tangible fixed assets
Leasehold improvements
Plant and machinery
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2024
46,586
9,499
431,032
259,680
746,797
Additions
1,963
1,963
At 31 December 2024
46,586
9,499
432,995
259,680
748,760
Depreciation and impairment
At 1 January 2024
42,549
2,375
392,097
96,028
533,049
Depreciation charged in the year
3,147
1,781
8,527
40,913
54,368
At 31 December 2024
45,696
4,156
400,624
136,941
587,417
Carrying amount
At 31 December 2024
890
5,343
32,371
122,739
161,343
At 31 December 2023
4,037
7,124
38,935
163,652
213,748
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
2024
2023
£
£
Motor vehicles
67,281
89,708
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
14
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
15
10,300
10,300
Fixed asset investments compromise equity shares in subsidiary undertakings which are not publicly traded. They are held at cost less accumulated impairment.
The company has not designated any financial assets that are classified as financial assets at fair value through profit or loss.
15
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Barnes & Mullins (Manufacturing) Limited
1
Dormant
Ordinary
100.00
Terry Gould International Limited
1
Dormant
Ordinary
100.00
The Hidersine Company Limited
1
Dormant
Ordinary
99.00
Shergold Guitars London Limited
1
Dormant
Ordinary
100.00
Registered office addresses (all UK unless otherwise indicated):
1
Grays Inn House Unit 14 Mile, Oak Industrial Estate, Oswestry, Shropshire, SY10 8GA
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Barnes & Mullins (Manufacturing) Limited
Terry Gould International Limited
869
The Hidersine Company Limited
100
Shergold Guitars London Limited
100
Fixed asset investments comprise equity shares in the above entities, none of which are publicly traded.
16
Stocks
2024
2023
£
£
Raw materials and consumables
185,079
188,071
Finished goods and goods for resale
3,306,672
3,295,377
3,491,751
3,483,448
Stock is stated after provisions for impairment of £284,382 (2023: £284,382).
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
16
Stocks
(Continued)
- 23 -
There is no significant difference between the replacement cost of finished goods and their carrying amounts.
17
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,160,729
1,120,808
Amounts owed by group undertakings
200
200
Other debtors
39,681
13,204
Prepayments and accrued income
110,913
108,153
1,311,523
1,242,365
Trade debtors disclosed above are measured at amortised cost.
Trade debtors are stated after provisions for impairment of £39,698 (2023: £40,900).
Included within amounts owed by group undertakings are loan balances that are unsecured, interest free, have no fixed date of repayment and are repayable on demand.
Included within trade debtors are debts of £nil (2023: £813,040) that are part of the invoice discounting arrangement.
18
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Obligations under finance leases
20
33,203
33,203
Trade creditors
319,837
415,128
Amounts owed to group undertakings
121,554
121,554
Corporation tax
233,876
195,171
Other taxation and social security
251,296
225,287
Other creditors
3,227
Accruals and deferred income
182,322
179,613
1,145,315
1,169,956
Included within amounts due to group undertakings are loan balances that are unsecured, interest free, have no fixed date of repayment and are repayable on demand.
There is also a £40,000 guarantee in the favour of HM Customs and Excise.
19
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Obligations under finance leases
20
12,047
48,287
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
19
Creditors: amounts falling due after more than one year
(Continued)
- 24 -
20
Finance lease obligations
2024
2023
Future minimum lease payments due under finance leases:
£
£
Within one year
33,203
33,203
In two to five years
12,047
48,287
45,250
81,490
Finance lease payments represent rentals payable by the company for motor vehicles. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
21
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
101,324
77,214
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
22
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of 12.5p each
2,428,064
2,428,064
303,508
303,508
Ordinary B shares of 12.5p each
395,264
395,264
49,408
49,408
2,823,328
2,823,328
352,916
352,916
There are 2 classes of Ordinary shares; ordinary A shares and ordinary B shares. There are no restrictions on the distribution of dividends and repayment of capital.
23
Reserves
Profit and loss reserves
Retained earnings represents accumulated comprehensive income for the year and prior periods less dividends paid.
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
24
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating rental leases, which fall due as follows:
2024
2023
£
£
Within one year
158,203
138,203
Between two and five years
269,684
261,805
427,887
400,008
25
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Dividend and rental expense
2024
2023
£
£
Entities with control, joint control or significant influence over the company
280,000
290,000
Other related parties
125,000
125,000
The following amounts were outstanding at the reporting end date:
2024
2023
Amounts due to related parties
£
£
Entities with control, joint control or significant influence over the company
120,000
120,000
Entities over which the entity has control, joint control or significant influence
1,554
1,554
The following amounts were outstanding at the reporting end date:
2024
2023
Amounts due from related parties
£
£
Entities with control, joint control or significant influence over the company
200
200
Other information
There is a group settlement arrangement guarantee in favour of the bank between the company and an entity which has significant control over the company.
BARNES & MULLINS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 26 -
26
Ultimate controlling party
The ultimate parent company is Troubadour Investments Limited, which is incorporated in England and Wales.
Director B M Cleary is the ultimate controlling party of Troubadour Investments Limited.
Troubadour Investments Limited prepares group financial statements and copies can be obtained from Companies House.
The parent company's registered office is Unit 14 Mile Oak Industrial Estate, Maesbury Road, Oswestry, SY10 8GA.
27
Cash generated from operations
2024
2023
£
£
Profit after taxation
619,611
754,194
Adjustments for:
Taxation charged
233,488
185,983
Finance costs
4,529
14,650
Investment income
(15,593)
(2,608)
Gain on disposal of tangible fixed assets
-
(13,261)
Amortisation and impairment of intangible assets
659
879
Depreciation and impairment of tangible fixed assets
54,368
72,591
Movements in working capital:
(Increase)/decrease in stocks
(8,303)
313,043
(Increase)/decrease in debtors
(69,158)
231,549
Decrease in creditors
(63,346)
(15,299)
Cash generated from operations
756,255
1,541,721
28
Analysis of changes in net funds
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
1,705,844
254,333
1,960,177
Obligations under finance leases
(81,490)
36,240
(45,250)
1,624,354
290,573
1,914,927
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