Company registration number 09998976 (England and Wales)
LYDLING HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024
LYDLING HOLDINGS LIMITED
COMPANY INFORMATION
Director
J E Morton Morris
Secretary
N P Hudson
Company number
09998976
Registered office
38 Bury Street
London
United Kingdom
SW1Y 6BB
Auditor
Azets Audit Services
2nd Floor
Regis House
45 King William Street
London
United Kingdom
EC4R 9AN
LYDLING HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1
Director's report
2
Director's responsibilities statement
3
Independent auditor's report
4 - 6
Group profit and loss account
7
Group statement of comprehensive income
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Company statement of cash flows
14
Notes to the financial statements
15 - 34
LYDLING HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 AUGUST 2024
- 1 -
The director presents the strategic report for the year ended 31 August 2024.
Review of the business
The results for the year are set out in the consolidated profit and loss account on page 7.
The director considers that both the level of business activity and the financial position at the year end showed a continued improvement compared with the previous year.
The group experienced modest growth in its food and beverage division while maintaining its established customer base. It continues to benefit from a strong reputation across its key sectors, including restaurants, commercial bakeries, and retail outlets specialising in fine delicatessen foods — many of which are produced in the group’s own kitchens. The company has continued to perform well over the year and remains focused on delivering high-quality products and services to its customers.
The group continues to respect the personal concerns and requirements of all its staff.
This division's key financial and other performance indicators during the year were as follows:
Gross profit 31% (2023: 32%)
Stock Turnover (excluding work in progress) - 7 days (2023: 8 days)
Debtors 42 days (2023: 23 days)
Creditors 36 days (2023: 37 days)
The letting of leasehold property continues to thrive, with increases in rents confirmed during the year.
The development of 39 Chepstow Place has continued but no tangible results are envisaged until after August 2024.
Principal risks and uncertainties
Details of the group's exposure to interest rate risk and the continuance of banking facilities are shown in the director's report. The policy of the food and beverage division of the group is that all customers who wish to trade on credit terms - in practice this is restricted to the commercial bakery subsidiary - are subject to credit verification procedures. Receivable balances are monitored on an ongoing basis.
Lessees and tenants within the group's property activities are also subject to reference verification procedures and outstanding amounts are also monitored on an ongoing basis.
J E Morton Morris
Director
29 August 2025
LYDLING HOLDINGS LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 AUGUST 2024
- 2 -
The director presents his annual report and financial statements for the year ended 31 August 2024.
Results and dividends
The results for the year are set out on page 7.
No ordinary dividends were paid. The director does not recommend payment of a further dividend.
Director
The director who held office during the year and up to the date of signature of the financial statements was as follows:
J E Morton Morris
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 auditor of the company 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 auditor of the company is aware of that information.
On behalf of the board
J E Morton Morris
Director
29 August 2025
LYDLING HOLDINGS LIMITED
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 AUGUST 2024
- 3 -
The director is responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
LYDLING HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF LYDLING HOLDINGS LIMITED
- 4 -
Opinion
We have audited the financial statements of Lydling Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 August 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company 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 group's and the parent company's affairs as at 31 August 2024 and of the group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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 group and parent 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.
We draw attention to note 1.4 of the financial statements, which describes the directors’ policy and actions in relation to borrowings secured again the Company’s properties. Our opinion is not modified in respect of this matter.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is 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.
LYDLING HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF LYDLING HOLDINGS LIMITED
- 5 -
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 director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the director's report has been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the director's report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the director was not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the director's report and from the requirement to prepare a strategic report.
Responsibilities of director
As explained more fully in the director's responsibilities statement, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the director is responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the parent company or to cease operations, or has 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.
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.
LYDLING HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF LYDLING HOLDINGS LIMITED
- 6 -
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.
We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we 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. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.
In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;
Reviewing minutes of meetings of those charged with governance;
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the entity through enquiry and inspection;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk 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.
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.
John Howard (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
29 August 2025
Chartered Accountants
Statutory Auditor
2nd Floor
Regis House
45 King William Street
London
United Kingdom
EC4R 9AN
LYDLING HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 AUGUST 2024
- 7 -
2024
2023
Notes
£
£
Turnover
3
9,634,339
10,099,368
Cost of sales
(6,838,875)
(6,891,878)
Gross profit
2,795,464
3,207,490
Administrative expenses
(2,745,004)
(2,680,245)
Other operating income
256,104
189,644
Operating profit
4
306,564
716,889
Interest receivable and similar income
7
1,981
1,425
Interest payable and similar expenses
8
(586,525)
(598,759)
Fair value gains and losses on freehold buildings
11
(315,000)
-
Fair value gains and losses on investment properties
12
1,339,511
Profit before taxation
746,531
119,555
Tax on profit
9
(77,500)
(1,083,397)
Profit/(loss) for the financial year
669,031
(963,842)
Profit/(loss) for the financial year is attributable to:
- Owners of the parent company
700,994
(983,713)
- Non-controlling interests
(31,963)
19,871
669,031
(963,842)
LYDLING HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 AUGUST 2024
- 8 -
2024
2023
£
£
Profit/(loss) for the year
669,031
(963,842)
Other comprehensive income
-
-
Total comprehensive income for the year
669,031
(963,842)
Total comprehensive income for the year is attributable to:
- Owners of the parent company
700,994
(983,713)
- Non-controlling interests
(31,963)
19,871
669,031
(963,842)
LYDLING HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 AUGUST 2024
31 August 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
10
67,000
134,000
Tangible assets
11
5,746,585
4,979,818
Investment property
12
21,695,000
18,440,000
Investments
13
25,000
27,508,585
23,578,818
Current assets
Stocks
16
2,261,635
2,222,715
Debtors
17
2,815,867
3,600,634
Cash at bank and in hand
36,221
917,503
5,113,723
6,740,852
Creditors: amounts falling due within one year
18
(11,705,248)
(9,739,084)
Net current liabilities
(6,591,525)
(2,998,232)
Total assets less current liabilities
20,917,060
20,580,586
Creditors: amounts falling due after more than one year
19
(16,136,245)
(16,546,302)
Provisions for liabilities
Deferred tax liability
21
2,305,663
2,228,163
(2,305,663)
(2,228,163)
Net assets
2,475,152
1,806,121
Capital and reserves
Called up share capital
23
2
2
Share premium account
116,010
116,010
Revaluation reserve
8,393,054
9,335,011
Profit and loss reserves
(5,480,238)
(7,386,536)
Equity attributable to owners of the parent company
3,028,828
2,064,487
Non-controlling interests
(553,676)
(258,366)
2,475,152
1,806,121
The financial statements were approved and signed by the director and authorised for issue on 29 August 2025
29 August 2025
J E Morton Morris
Director
Company registration number 09998976 (England and Wales)
LYDLING HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 AUGUST 2024
31 August 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
11
162,190
162,190
Investments
13
78,636
180,230
240,826
342,420
Current assets
Debtors
17
198,718
Creditors: amounts falling due within one year
18
(1,224,330)
(1,159,691)
Net current liabilities
(1,224,330)
(960,973)
Net liabilities
(983,504)
(618,553)
Capital and reserves
Called up share capital
23
2
2
Profit and loss reserves
(983,506)
(618,555)
Total equity
(983,504)
(618,553)
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £364,951 (2023 - £124,180 loss).
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved and signed by the director and authorised for issue on 29 August 2025
29 August 2025
J E Morton Morris
Director
Company registration number 09998976 (England and Wales)
LYDLING HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2024
- 11 -
Share capital
Share premium account
Revaluation reserve
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
£
£
£
£
£
£
£
Balance at 1 September 2022
2
116,010
9,335,011
(6,402,823)
3,048,200
(278,237)
2,769,963
Year ended 31 August 2023:
Loss and total comprehensive income
-
-
-
(983,713)
(983,713)
19,871
(963,842)
Balance at 31 August 2023
2
116,010
9,335,011
(7,386,536)
2,064,487
(258,366)
1,806,121
Year ended 31 August 2024:
Profit and total comprehensive income
-
-
-
700,994
700,994
(31,963)
669,031
Revaluations
-
-
(941,957)
941,957
-
-
-
Part disposal of subsidiary
-
-
-
263,347
263,347
(263,347)
-
Balance at 31 August 2024
2
116,010
8,393,054
(5,480,238)
3,028,828
(553,676)
2,475,152
LYDLING HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2024
- 12 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 September 2022
2
(494,375)
(494,373)
Year ended 31 August 2023:
Loss and total comprehensive income for the year
-
(124,180)
(124,180)
Balance at 31 August 2023
2
(618,555)
(618,553)
Year ended 31 August 2024:
Loss and total comprehensive income for the year
-
(364,951)
(364,951)
Balance at 31 August 2024
2
(983,506)
(983,504)
LYDLING HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 AUGUST 2024
- 13 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
3,536,398
1,871,713
Interest paid
(586,525)
(598,759)
Income taxes paid
(3,685)
Net cash inflow from operating activities
2,949,873
1,269,269
Investing activities
Purchase of tangible fixed assets
(3,330,601)
(37,264)
Purchase of subsidiaries, net of cash acquired
101,594
-
Proceeds from disposal of subsidiaries, net of cash disposed
(101,594)
-
Interest received
1,981
1,425
Net cash used in investing activities
(3,328,620)
(35,839)
Financing activities
Repayment of borrowings
(163,518)
(17,540)
Repayment of bank loans
(375,103)
(337,405)
Net cash used in financing activities
(538,621)
(354,945)
Net (decrease)/increase in cash and cash equivalents
(917,368)
878,485
Cash and cash equivalents at beginning of year
917,503
39,018
Cash and cash equivalents at end of year
135
917,503
Relating to:
Cash at bank and in hand
36,221
917,503
Bank overdrafts included in creditors payable within one year
(36,086)
-
LYDLING HOLDINGS LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 AUGUST 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Net increase in cash and cash equivalents
-
-
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024
- 15 -
1
Accounting policies
Company information
Lydling Holdings LimitedLYDLING HOLDINGS LIMITED (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 38 Bury Street, London, United Kingdom, SW1Y 6BB.
The group consists of Lydling Holdings Limited and all of its subsidiaries.
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.
1.2
Business combinations
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.
1.3
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Lydling Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 August 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 16 -
Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.
If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.
Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.
1.4
Going concern
The group generated a profit of £669,031 for the year ended 31st August 2024 (2023: loss £963,842).
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. The directors note that included within loans and overdrafts (note 20) is a mortgage with a balance of £2.2m secured against the freehold property which was refinanced in March 2025 on similar terms. In the opinion of the directors the value of the property secured against this finance remains significantly above the level of borrowing required for the business.
The directors also note that the 60% owned subsidiary Notting Hill Bakery Limited is not considered to be considered a going concern however the directors are of the opinion that despite this the overall group is still considered to be a going concern.
The directors therefore continue to adopt the going concern basis of accounting in preparing the financial statements.
1.5
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
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.
1.6
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years. Goodwill recognised on consolidation has been amortised over expected life of fiver years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 17 -
1.7
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.
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:
Freehold land and buildings
Not depreciated (land) or between 30 and 50 years (Buildings)
Leasehold land and buildings
The buildings element is depreciated over the period of the lease
Leasehold improvements
Over the period of the lease or 25% straight line
Fixtures and fittings
25% straight line
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 recognised in the profit and loss account.
1.8
Investment property
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
Property rented to a group entity is accounted for as a tangible fixed asset.
1.9
Fixed asset investments
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.
Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.
In the parent company financial statements, investments in associates are accounted for at cost less impairment.
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 18 -
Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.10
Impairment of fixed assets
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible 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.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
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, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
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, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.11
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.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
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.
1.12
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 19 -
1.13
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and 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.
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 liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
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 group after deducting all of its liabilities.
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 20 -
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
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.
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost. with the difference between the proceeds. net of transaction costs. and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
1.14
Equity instruments
Equity instruments issued by the group 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 group.
1.15
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 21 -
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date 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 is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.16
Retirement benefits
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service. the excess is recognised as a prepayment.
1.17
Leases
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 leased asset are consumed.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the director is 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.
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 22 -
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.
Valuation of investment properties
Investment properties are held at valuation based on the directors estimate of the current market value which is supported by the recommendations of an independent qualified external valuer. There is a degree of judgement involved in such valuations which gives rise to an estimation uncertainty. Valuations are reassessed annually and amended when necessary to reflect current market values.
3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Sales
8,740,564
8,969,154
Rents and service charges receivable from investment properties
893,775
1,130,214
9,634,339
10,099,368
2024
2023
£
£
Other revenue
Interest income
1,981
1,425
Rental income
229,756
189,644
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging:
Depreciation of owned tangible fixed assets
332,697
419,085
Amortisation of intangible assets
67,000
67,000
Operating lease charges
526,313
760,491
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 group and company
5,450
5,845
Audit of the financial statements of the company's subsidiaries
80,570
56,361
86,020
62,206
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 23 -
6
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Total
129
132
2
2
Their aggregate remuneration comprised:
Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
3,358,384
3,363,339
Social security costs
304,072
306,921
-
-
Pension costs
80,016
77,964
3,742,472
3,748,224
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Other interest income
1,981
1,425
8
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
574,852
587,590
Other interest on financial liabilities
10,293
9,944
585,145
597,534
Other finance costs:
Other interest
1,380
1,225
Total finance costs
586,525
598,759
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 24 -
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
(219)
Adjustments in respect of prior periods
3,904
Total current tax
3,685
Deferred tax
Origination and reversal of timing differences
77,500
1,079,712
Total tax charge
77,500
1,083,397
Deferred tax balances at the reporting date have been measured using the substantively enacted rate of 25.0%, being the rate expected to apply when the timing differences reverse.
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
746,531
119,555
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 21.50%)
186,633
25,704
Tax effect of income not taxable in determining taxable profit
(22,019)
Gains not taxable
(256,128)
Tax effect of utilisation of tax losses not previously recognised
146,995
Change in unrecognised deferred tax assets
1,079,712
Taxation charge
77,500
1,083,397
10
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 September 2023 and 31 August 2024
5,870,379
Amortisation and impairment
At 1 September 2023
5,736,379
Amortisation charged for the year
67,000
At 31 August 2024
5,803,379
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
10
Intangible fixed assets
(Continued)
- 25 -
Carrying amount
At 31 August 2024
67,000
At 31 August 2023
134,000
The company had no intangible fixed assets at 31 August 2024 or 31 August 2023.
11
Tangible fixed assets
Group
Freehold land and buildings
Leasehold land and buildings
Leasehold improvements
Fixtures and fittings
Total
£
£
£
£
£
Cost
At 1 September 2023
5,415,000
1,361,530
655,502
533,352
7,965,384
Additions
3,150,792
48,590
131,219
3,330,601
Disposals
(148,935)
(148,935)
Revaluation
(315,000)
(315,000)
Transfer to investment property
(2,945,000)
(2,945,000)
At 31 August 2024
5,305,792
1,361,530
704,092
515,636
7,887,050
Depreciation and impairment
At 1 September 2023
1,453,168
857,365
253,135
421,898
2,985,566
Depreciation charged in the year
55,172
104,940
53,921
118,664
332,697
Eliminated in respect of disposals
(148,287)
(148,287)
Transfers
(1,029,511)
(1,029,511)
At 31 August 2024
478,829
962,305
307,056
392,275
2,140,465
Carrying amount
At 31 August 2024
4,826,963
399,225
397,036
123,361
5,746,585
At 31 August 2023
3,961,832
504,165
402,367
111,454
4,979,818
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
11
Tangible fixed assets
(Continued)
- 26 -
Company
Leasehold land and buildings
Fixtures and fittings
Total
£
£
£
Cost
At 1 September 2023 and 31 August 2024
162,190
12,726
174,916
Depreciation and impairment
At 1 September 2023 and 31 August 2024
12,726
12,726
Carrying amount
At 31 August 2024
162,190
162,190
At 31 August 2023
162,190
162,190
The fair value of the group's freehold property was revalued on 5 February 2025 by an independent valuer, Savills Chartered Surveyors, who are external to the company, in accordance with guidelines in issue by The Royal Institution of Chartered Surveyors. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties.
During the year, two flats with a combined net book value of £1,915,489 were transferred from tangible fixed assets to investment properties. The reclassification was made following a change in use, as the properties were leased out to a third party outside the group and are now held to earn rental income and for capital appreciation.
In accordance with FRS 102, the properties were remeasured to fair value at the date of transfer, resulting in a revaluation gain of £1,029,511 which has been recognised in the profit and loss account. The fair value at the date of transfer was £2,945,000 (note 12).
Had this class of asset been measured on a historical cost basis, the carrying amount would have been £4,290,874 (2023: £1,991,271).
12
Investment property
Group
Company
2024
2024
£
£
Fair value
At 1 September 2023 and 31 August 2024
18,440,000
-
Transfers from owner-occupied property
1,915,489
-
Net gains or losses through fair value adjustments
1,339,511
-
At 31 August 2024
21,695,000
-
The fair value of the company's investment property was revalued on 5 February 2025 by an independent valuer, Savills Chartered Surveyors, who are external to the company, in accordance with guidelines in issue by The Royal Institution of Chartered Surveyors. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties.
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 27 -
13
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
14
78,636
180,230
Investments in associates
15
25,000
25,000
78,636
180,230
Movements in fixed asset investments
Group
Shares in associates
£
Cost or valuation
At 1 September 2023 and 31 August 2024
25,000
Impairment
At 1 September 2023
-
Impairment losses
25,000
At 31 August 2024
25,000
Carrying amount
At 31 August 2024
-
At 31 August 2023
25,000
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 September 2023 and 31 August 2024
180,230
Impairment
At 1 September 2023
-
Impairment losses
101,594
At 31 August 2024
101,594
Carrying amount
At 31 August 2024
78,636
At 31 August 2023
180,230
14
Subsidiaries
Details of the company's subsidiaries at 31 August 2024 are as follows:
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
14
Subsidiaries
(Continued)
- 28 -
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Indirect
Lydling Properties (St James's) Limited
38 Bury Street, St James's, London, United Kingdon, SW1Y 6AU
Letting of Leasehold property
Ordinary
100.00
-
Assaggi Restaurant (Notting Hill) Limited
38 Bury Street, St James's, London, United Kingdon, SW1Y 6AU
Leasing and subletting of commercial property to an associated trading company
Ordinary
100.00
-
Sally Clarke Limited
136 Kensington Church Street, London, United Kingdom, W8 4BH
Holding company of subsidary companies making up the group's food and beverage division
Ordinary
100.00
-
Chepstow Place Properties Limited
38 Bury Street, St James's, London, United Kingdon, SW1Y 6AU
Holding company of a subsidiary company
Ordinary
100.00
-
Notting Hill Bakery Limited
136 Kensington Church Street, London, United Kingdom, W8 4BH
Commercial bakers
Ordinary
0
60.00
Sally Clarke Restaurant Limited
136 Kensington Church Street, London, United Kingdom, W8 4BH
Restaurant
Ordinary
0
100.00
Sally Clarke Retail Limited
136 Kensington Church Street, London, United Kingdom, W8 4BH
Food retailer
Ordinary
0
100.00
Sally Clarke Kitchen Limited
136 Kensington Church Street, London, United Kingdom, W8 4BH
Commercial Kitchen
Ordinary
0
100.00
Sally Clarke (Westbourne Grove) Limited
136 Kensington Church Street, London, United Kingdom, W8 4BH
Food retailer
Ordinary
0
100.00
Lambournes Development Holdings Limited
38 Bury Street, St James's, London, United Kingdon, SW1Y 6AU
Holding company of a subsidary company
Ordinary
0
100.00
Lambournes Development Services Limited
38 Bury Street, St James's, London, United Kingdon, SW1Y 6AU
Acquisitions and development of freehold and leasehold property
Ordinary
0
100.00
Lydling Fine Art Limited
38 Bury Street, St James's, London, United Kingdon, SW1Y 6AU
Sale of works of art.
Ordinary
0
100.00
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 29 -
15
Associates
Details of associates at 31 August 2024 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Indirect
Assaggi Limited
39 Chepstow Place, London, United Kingdom, W2 4TS
Licensed restaurant
Ordinary
0
50
16
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Work in progress
2,078,500
2,078,500
-
-
Finished goods and goods for resale
183,135
144,215
2,261,635
2,222,715
-
-
17
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,247,162
650,108
Other debtors
1,213,855
2,711,888
198,718
Prepayments and accrued income
354,850
207,388
2,815,867
3,569,384
-
198,718
Amounts falling due after more than one year:
Other debtors
31,250
Total debtors
2,815,867
3,600,634
198,718
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 30 -
18
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
20
529,736
458,696
Other borrowings
20
2,648,438
2,812,604
Trade creditors
770,296
689,408
Amounts owed to group undertakings
1,180,830
1,116,191
Other taxation and social security
221,043
198,613
-
-
Other creditors
6,936,075
5,462,309
32,500
32,500
Accruals and deferred income
599,660
117,454
11,000
11,000
11,705,248
9,739,084
1,224,330
1,159,691
Unsecured loans, all of which are subordinated to the bank loans, include an unsecured loan from the director, S.V.Clarke, amounting to £250,245 (2023 - £270,422). This loan is repayable on demand.
Other borrowings also include a loan granted by Sheila Margaret Clarke for £190,000 (2023 £190,000). On 14th February 2022 the loan was reassigned to the director, S.V. Clarke
19
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
20
14,271,245
14,681,302
Other borrowings
20
1,865,000
1,865,000
16,136,245
16,546,302
-
-
20
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
14,764,895
15,139,998
Bank overdrafts
36,086
Other loans
4,513,438
4,677,604
19,314,419
19,817,602
-
-
Payable within one year
3,178,174
3,271,300
Payable after one year
16,136,245
16,546,302
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
20
Loans and overdrafts
(Continued)
- 31 -
There are bank loans which amount to a total of £2,207,188 (2023 - £2,373,934). Included within these loans, £2,164,997 (2023 - £2,244,244) hold a legal first charge on the company‘s premises at 122 and 124 Kensington Church Street. London. and a fixed and floating charge on all of the assets of Sally Clarke Limited. These loans must be repaid in full no later than 24th March 2025. Interest is payable at 3.63% (2023 - 3.63%) above the Bank of England base rate.
Included within bank loans is an amount of £9,120,000 (2023- £9,240,000) which has been secured by way of a first legal charge on leasehold property at 37-38 Bury Street, London, SW1Y GBB.
Also, included within bank loans is an amount of £3,250,000 (2023 - £3,250,000). This has been secured by a legal charge over the property 39 Chepstow Place. Bayswater, London W2 4TS The property is owned by Lambournes Development Services Limited, a wholly owned subsidiary company of Lambournes Development Holdings Limited. There is a guarantee for the full amount of the borrowings plus interest and costs by Lambournes Development Services Limited, and this is also secured by a first legal charge over the property 37 and 38 Bury Street, London SW1Y EAU and its associated assets, which is owned by Mrs Sally Vanessa Clarke, together with a guarantee for the full amount of the borrowings plus interest and costs by John Edward Morton Morris and Mrs Sally Vanessa Clarke.
The loan is secured by the terms of repayment are as followed:
· In full after the expiry of 10 years.
· Fixed interest rate for the duration of the loan, with effect from the date of the loan agreement is 4.78%.
Interest payable:
Bank interest payable £151,000 (2023 - £151,000) was recharged to Lambournes Development Services Limited during the year.
21
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
2024
2023
Group
£
£
Revaluations
2,305,663
2,228,163
The company has no deferred tax assets or liabilities.
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 September 2023
2,228,163
-
Charge to profit or loss
77,500
-
Liability at 31 August 2024
2,305,663
-
The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 32 -
22
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
80,016
77,964
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
23
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Of £1 each
2
2
2
2
24
Operating lease commitments
Lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
242,500
964,375
-
-
Between two and five years
1,458,750
1,300,000
-
-
In over five years
931,875
833,750
-
-
2,633,125
3,098,125
-
-
25
Related party transactions
Transactions with related parties
During the year the group entered into transactions in the ordinary course of business with related parties.
Sales
Sales
Purchases
Purchases
2024
2023
2024
2023
£
£
£
£
Group
-
513,057
-
-
Entities over which the group has control, joint control or significant influence
209,075
-
26,347
-
Other related parties under common control of the directors
638,689
-
67,402
-
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
25
Related party transactions
(Continued)
- 33 -
Rent expense
2024
2023
£
£
Group
-
143,658
The following amounts were outstanding at the reporting end date:
Amounts due to related parties
2024
2023
£
£
Group
Entities over which the group has control, joint control or significant influence
20,000
-
Other related parties under common control of the directors
1,766,779
-
The following amounts were outstanding at the reporting end date:
Amounts due from related parties
2024
2023
Balance
Balance
£
£
Group
Other related parties under common control of the directors
5,194,180
-
26
Controlling party
The company is ultimately controlled by Samuel Morton Morris.
LYDLING HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024
- 34 -
27
Cash generated from group operations
2024
2023
£
£
Profit/(loss) for the year after tax
669,031
(963,842)
Adjustments for:
Taxation charged
77,500
1,083,397
Finance costs
586,525
598,759
Investment income
(1,981)
(1,425)
Fair value gain on investment properties
(1,339,511)
Amortisation and impairment of intangible assets
67,000
67,000
Depreciation and impairment of tangible fixed assets
332,697
419,085
Impairment of fixed asset investments
25,000
-
Fair value loss on freehold buildings
315,000
-
Movements in working capital:
(Increase)/decrease in stocks
(38,920)
11,773
Decrease/(increase) in debtors
784,767
(636,763)
Increase in creditors
2,059,290
1,293,729
Cash generated from operations
3,536,398
1,871,713
28
Analysis of changes in net debt - group
1 September 2023
Cash flows
31 August 2024
£
£
£
Cash at bank and in hand
917,503
(881,282)
36,221
Bank overdrafts
(36,086)
(36,086)
917,503
(917,368)
135
Borrowings excluding overdrafts
(19,817,602)
539,269
(19,278,333)
(18,900,099)
(378,099)
(19,278,198)
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