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Company Registration Number: 03223959
MONTANE LTD
FINANCIAL STATEMENTS
31 JANUARY 2025
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MONTANE LTD
COMPANY INFORMATION
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A Towne (resigned 30 April 2025)
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F Li Tian (appointed 28 January 2025)
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L Ning (appointed 28 January 2025)
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Armstrong Watson Audit Limited
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Chartered Accountants & Statutory Auditors
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MONTANE LTD
CONTENTS
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Independent Auditors' Report
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Statement of Comprehensive Income
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Statement of Financial Position
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Statement of Changes in Equity
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Notes to the Financial Statements
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MONTANE LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2025
Montane Ltd develops and sells premium clothing and equipment for outdoor activities such as mountaineering, hiking, climbing and trail running all under the “Montane” brand name.
The company specialises in functional, lightweight apparel and equipment, catering to a distinctly active and sport-orientated customer base - captured in its brand slogan: "Further, Faster." Its products are primarily crafted using industry leading materials such as Gore-Tex® and Pertex® and manufactured at world-class, third-party facilities across Asia.
The brand is supported by a wide range of different marketing activities including headline sponsorship of the Montane Spine Races and Montane Lakeland 100, online and press advertising, and athlete sponsorship, amongst other activities. Marketing investment has consistently been applied to support the brand through both consumer and trade channels.
Montane’s sales are weighted towards the UK with the remainder of sales to countries including China, Denmark, Germany, Switzerland, Czech Republic and New Zealand, among others.
Business review
The year ended 31 January 2025 was a mixed year for Montane. Turnover amounted to £21,528,000, representing a 3.9% decrease from prior year, however this still marks the second highest in the company’s history. Gross margins were maintained and EBITDA increased.
Many of the market and environment risks previously highlighted in prior years financial statements came to fruition, resulting in the slight decrease in turnover. Gross margin was however maintained (41.2% versus 41.5% in prior year) and recurring EBITDA (pre-exceptionals) of £1,091,000 was achieved. Pleasingly EBITDA showed a £68,000 increase from prior year and an increase to 5.1% from 4.6% as efficiencies were realised across the business.
Despite challenges in the wholesale market, reasonable growth was realised in our own direct-to-consumer channels. Part of this is attributable to the opening of a second Factory Shop in Lancaster, UK as a means to manage end of season inventory. The remaining growth is through growing online traffic and reaching a wider audience through our digital channels.
Significant growth has also been realised with our license and distribution partner in China. This has resulted in a number of mono-brand Montane stores being opened occupying premium positions within destination shopping malls in key Chinese cities. Further mono-brand and multiple brand store openings are planned alongside e-commerce growth as the Further. Faster brand positioning resonates with the Chinese consumer.
Page 1
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MONTANE LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
Business Review (Continued)
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The success of this partnership was realised further when on 28 January 2025 MT Holdings (HK) Limited, a company backed by the same investors as our existing Chinese partner acquired an ownership stake in Montane Ltd. Concurrently the Asian Distributor relationship was changed to a Joint Venture between the parties. These investors bring a wealth of experience in the outdoor and sporting goods industry having worked extensively in retail and brand management. Their strategic insights and focus will be invaluable as we move forward in our Asian growth plans and mission to become the performance choice in outdoor clothing and equipment. Focus will continue to be on our home UK market, along with our European territories where we will further develop through enhanced distribution and agent relationships, and with ambitious growth plans both within China and Asia.
Operational highlights for the period include:
- Increased store presence in a number of key UK retailers. This includes presence in a number of key John Lewis Partnerships stores, shop-in-shop space in Go Outdoors York, the largest Outdoor Store in Europe, alongside openings in new independent wholesale partners;
- Maintaining our Excellent 5 star TrustPilot rating;
- A significant increase and record year for our on-line e-commerce business, showing best ever traffic to the site, and closing the year with the highest ever social media following and email database;
- Opening of a second Factory Shop in Lancaster, alongside growth in our existing Factory Shop in Northumberland;
- Introducing Petrichor technology to the market, a pioneering three-layer fabric that offers 100% waterproof protection, is exceptionally breathable and is free from PFC/PFAS chemicals;
- Significant media coverage associated with the incredible achievements of Montane athlete Jesse Dufton through the Montane sponsored film ‘Climbing Blind II’’;
- Winning an industry leading ISPO Award for the new Torren jacket, making use of our innovative Petrichor technology. Judges praised it for setting “new standards in performance and eco-friendly processing for outdoor jackets” and making “a bold statement in terms of performance and the use of eco-friendly materials”;
- Strengthening ties with the providers of the Montane Spine Race in agreeing a new long term contract to further cement the range of events as the toughest endurance races in the world;
- Gaining prestigious ‘Leader’ status with Fair Wear Foundation following the annual Brand Performance Check, highlighting the ongoing work to make improvements in our supply chain;
- Becoming a bluesign System Partner, ensuring any chemicals used in the production of garments are non hazardous for workers and end users, and harmful substances are removed and replaced with better alternatives;
- Expanded material certifications to include the Global Recycled Standard (GRS);
- Publication of the 2024 Impact Report (available on montane.com) bringing together the work done so far on improving corporate responsibility and product transparency, so all stakeholders can easily see what has already been achieved, what we are working on, and what the next stages are;
- The inclusion within the Impact Report of a body of work carried out to establish our baseline Carbon Footprint, across scopes 1,2 and 3. See section below highlighting a summary of this work.
Page 2
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MONTANE LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
Business Review (Continued)
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Exceptional costs
The non-recurring costs are made up of two elements. Legal and professional fees were incurred in relation to the establishment of two joint ventures to promote the brand and trade in the Asian markets. Additionally restructuring costs were recognised on right-sizing the core underlying business to reflect the progress made on our growth trajectory.
Post balance sheet event
In March 2025, two joint ventures were created with our Chinese partners to facilitate and realise our growth ambitions in China and wider Asian markets. This will involve routing existing Asian business through these entities whilst being able to actively participate in stronger regionalised marketing campaigns to fuel expansion.
Future trading
We anticipate that trading conditions will remain challenging throughout 2025. Although pre-season orders have fallen short of expectations, emerging signs of recovery in the broader macroeconomic landscape give us reason to be cautiously optimistic. We believe this will lead to a pick up in “at once” business as the year progresses. We are seeing the gradual reduction in interest rates, a general trend in rising (though from a very low base) consumer confidence metrics across a number of markets, a reduction in the stock holding across the industry, some small increases in retail spending and some stability in global shipping lanes and currency markets. However what remains is continued geo-political uncertainty in relation to trade tariffs and ongoing international conflicts, both of which have the potential to have wide reaching impacts. The above mentioned creation of joint ventures will see sales to current customers rerouted from Montane Ltd into the JV’s, which on a statutory basis will show the associated reduction in turnover. We continue to invest in product and brand as we look to sustainably grow for 2025 and beyond.
Page 3
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MONTANE LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
Principal risks and uncertainties
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The major risks the company contends with are:
Financial risk
∙The compounded impact of discounting in the market place leading to retailer liquidity issues, lack of future inventory draw in and a change in consumer habits in being expectant of a constant discount;
∙Retailers shifting inventory risk towards brands and expecting to buy on an “at once” basis rather than committing to heavy future orders;
∙Consumer Confidence remaining supressed as a result of persistent inflation and interest rates not falling as quickly as previously forecast. These risks are addressed by continued investment in the brand and product to create desirability which together with an expanded distribution network is used to ensure continued Montane sell through;
∙Fierce branded competition, which we resist through innovative products, a clear and well-communicated brand image, and a significant marketing spend;
∙Cost price inflation. This is managed through strict cost control, pursuing sourcing efficiencies and where necessary passing on costs through price increases;
∙Unpredictable and extreme weather conditions. Mitigated through a wide product range covering high levels of warmth and protection, alongside lightweight and sun-protective products;
∙Ongoing volatility in the currency markets. This is mitigated through securing forward contracts at key stage gates of the seasonal product development;
∙Sourcing challenges posed by any political uncertainty or unrest in the countries of origin of our suppliers. This is mitigated by having a portfolio of suppliers with a geographical spread.
∙Increased tariffs. Given current volatility and uncertainty surrounding international trade tariffs, there is a risk that heightened tariffs are implemented. This is mitigated through continuing monitoring of tariffs, having a wide geographical supplier and customer base, and having the ability to change pricing if and when required to pass on increased costs.
Credit risk
The company has implemented policies that require appropriate credit checks and, where appropriate, credit insurance on corporate customers before sales are made.
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MONTANE LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
The directors believe that the company has sufficient funds and banking facilities available to support its activities in the future.
Financial key performance indicators
The directors consider the key financial performance indicators to be turnover growth, stock holding and EBITDA.
During the year turnover has decreased by £864,000 (3.9%) from prior year. This is predominantly through weaker performance of traditional wholesale channels, which has in part been mitigated through an increase in direct to consumer sales.
The stock holding at 31 January 2025 has decreased £1,311,000 since 31 January 2024 to be £7,387,000.
This is another significant decrease from the peak stock position at 31 January 2023 and represents a return to normalised stock holding levels. This stock remains fresh, non-aged and part of future seasonal collections and will be used to drive revenue in 2025. The directors continue to monitor stock levels against revenue.
Underlying EBITDA increased to £1,091,000 as a result of strong cost control mitigating the decrease in gross margin.
After taxation, shareholders’ funds (excluding hedging reserve) have increased at the year end. Other comprehensive income/(loss) (and as a result a movement in the hedging reserve) represents a gain for the year as a result of the open currency contracts at year end. These currency contracts are managed within the day-to-day operations of the business with the certainty they give being factored into future modelling and forecasts.
Energy and carbon reporting
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In the financial year ending January 2025 Montane calculated GHG emissions across scopes 1, 2 and 3 for the first time, against a baseline of 2023 and where 96% of data gathered was activity based actuals (not averages).
This GHG accounting has been independently verified by Greenly (https://greenly.earth /en-gb) who work in accordance with the GHG Protocol and are accredited by the Global Reporting Initiative.
Greenly awarded Montane a ‘silver’ Climate Strategy Rating, placing Montane within the top 15% of companies Greenly work with.
By scope, 94% of Montane's 2023 carbon footprint stems from scope 3 which includes supply chain and product manufacture.
In the financial year ending January 2024 Montane's average headcount was 78, where emissions were calculated as 49.0 tCO2e/ employee. By activity Montane's total GHG emissions were made up of:
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MONTANE LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
Energy and carbon reporting (continued)
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Percentage of total emissions
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94% of freight emissions came from air freight, although on average air freight saw a reduction of 3% versus prior year.
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The directors have considered a wide number of macroeconomic factors, including, but not limited to foreign exchange rates, inflation rates, consumer confidence, and their potential impact on the financial sustainability of the Company. In doing so management have applied sensitivities and adverse assumptions upon their budgets and cash flow forecasts in making their assessment. The directors have considered a period of at least twelve months from the date of sign off when making their assessment with regards to going concern. After consideration of all factors, the directors have continued to adopt the going concern basis in preparing the financial statements.
This report was approved by the board and signed on its behalf.
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D A Soulsby
Director
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MONTANE LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JANUARY 2025
The directors present their report and the financial statements for the year ended 31 January 2025.
Directors' responsibilities statement
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The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and 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 for the Company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the 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 to 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.
The profit for the year, after taxation, amounted to £177,330 (2024 - £277,589).
The directors have not recommended a final dividend.
The directors who served during the year were:
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A Towne (resigned 30 April 2025)
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F Li Tian (appointed 28 January 2025)
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L Ning (appointed 28 January 2025)
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The directors are not expecting to make any significant changes in the nature of the business in the near future.
Page 7
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MONTANE LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2025
Matters covered in the Strategic Report
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Information is not shown in the Directors’ report because it is shown in the strategic report instead under S414C (11). The strategic report includes a business review, principal risks and uncertainties and financial key performance indicators.
Disclosure of information to auditors
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Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and
∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
Post balance sheet events
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Please refer to the Strategic Report for further information.
Under section 487(2) of the Companies Act 2006, Armstrong Watson Audit Limited will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board and signed on its behalf.
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D A Soulsby
Director
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Page 8
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MONTANE LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MONTANE LTD
We have audited the financial statements of Montane Ltd (the 'Company') for the year ended 31 January 2025, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Cash Flows, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. 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 January 2025 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
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In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
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 Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 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.
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MONTANE LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MONTANE LTD (CONTINUED)
Opinion on other matters prescribed by the Companies Act 2006
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In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors' Report for the financial 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.
Matters on which we are required to report by exception
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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
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As explained more fully in the Directors' responsibilities statement on page 7, 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.
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MONTANE LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MONTANE LTD (CONTINUED)
Auditors' responsibilities for the audit of the financial statements
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Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. 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 sector;
∙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;
∙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.
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
∙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
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 were indicative of potential bias; and
∙investigated the rationale behind significant or unusual transactions.
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MONTANE LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MONTANE LTD (CONTINUED)
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
∙agreeing financial statement disclosures to underlying supporting documentation;
∙reading the minutes of meetings of those charged with governance;
∙enquiring of management as to actual and potential litigation and claims; and
∙reviewing correspondence with regulatory authorities, including tax authorities.
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 or collusion.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
Michael Morris (Senior Statutory Auditor)
for and on behalf of
Armstrong Watson Audit Limited
Chartered Accountants & Statutory Auditors
Newcastle upon Tyne
22 August 2025
Page 12
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MONTANE LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JANUARY 2025
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Interest payable and similar expenses
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Profit for the financial year
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Other comprehensive income / (loss) for the year
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Cash flow hedges gain / (loss) arising in the year
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Cash flow hedges gain / (loss) reclassified to profit or loss
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Deferred tax arising on the adjustment to the hedging reserve
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Other comprehensive income / (loss) for the year
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Total comprehensive income / (loss) for the year
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The notes on pages 20 to 37 form part of these financial statements.
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Page 13
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MONTANE LTD
REGISTERED NUMBER: 03223959
STATEMENT OF FINANCIAL POSITION
AS AT 31 JANUARY 2025
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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Provisions for liabilities
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Capital redemption reserve
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Page 14
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MONTANE LTD
REGISTERED NUMBER: 03223959
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 JANUARY 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
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D A Soulsby
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P H Skipworth
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The notes on pages 20 to 37 form part of these financial statements.
Page 15
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MONTANE LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2025
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Capital redemption reserve
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Comprehensive income for the year
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Deferred tax on derivative financial instruments
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Comprehensive income for the year
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Deferred tax on derivative financial instruments
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The notes on pages 20 to 37 form part of these financial statements.
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Page 16
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MONTANE LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2024
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Capital redemption reserve
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Comprehensive income for the period
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Deferred tax on derivative financial instruments
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Comprehensive income for the period
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Deferred tax on derivative financial instruments
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The notes on pages 20 to 37 form part of these financial statements.
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Page 17
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MONTANE LTD
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JANUARY 2025
Cash flows from operating activities
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Profit for the financial year
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Amortisation of intangible assets
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Depreciation of tangible assets
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(Increase)/decrease in debtors
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Increase/(decrease) in creditors
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Cash movement in value of derivatives
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Net cash generated from operating activities
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Cash flows from investing activities
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Purchase of intangible fixed assets
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Purchase of tangible fixed assets
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Net cash from investing activities
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Cash flows from financing activities
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Net cash used in financing activities
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Net increase/(decrease) in cash and cash equivalents
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Cash and cash equivalents at beginning of year
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Cash and cash equivalents at the end of year
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Cash and cash equivalents at the end of year comprise:
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The notes on pages 20 to 37 form part of these financial statements.
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Page 18
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MONTANE LTD
ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 JANUARY 2025
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Proceeds from factored debt
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The notes on pages 20 to 37 form part of these financial statements.
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Page 19
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
Montane Ltd is a private company limited by shares, incorporated in England and Wales. It trades from its registered office at 3 Freeman Court, North Seaton Industrial Estate, Ashington, Northumberland, NE63 0YF.
The principal activity of the company is the manufacture of specialist outdoor clothing and equipment.
These financial statements have been presented in Pound Sterling as this is the currency of the primary economic environment in which the company operates.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The directors have considered a wide number of macroeconomic factors, including, but not limited to foreign exchange rates, inflation rates, consumer confidence, and their potential impact on the financial sustainability of the Company. In doing so management have applied sensitivities and adverse assumptions upon their budgets and cash flow forecasts in making their assessment. The directors have considered a period of at least twelve months from the date of sign off when making their assessment with regards to going concern. After consideration of all factors, the directors have continued to adopt the going concern basis in preparing the financial statements.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Company has transferred the significant risks and rewards of ownership to the buyer;
∙the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Company will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Page 20
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
2.Accounting policies (continued)
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on the following basis.
Depreciation is provided on the following basis:
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Short-term leasehold property
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straight line over the term of the lease
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The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis.
At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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Cash and cash equivalents
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
In the Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
Page 21
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
2.Accounting policies (continued)
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
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 of 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.
The Company uses foreign currency forward contracts to manage its exposure to cash flow risk on its foreign currency transactions. These derivatives are measured at fair value at each reporting date.
To the extent the cash flow hedge is effective, movements in fair value are recognised in other comprehensive income and presented in a separate cash flow hedge reserve. Any ineffective portions of those movements are recognised in profit or loss for the period.
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Provisions for liabilities
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Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Statement of financial position.
Page 22
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
2.Accounting policies (continued)
Defined contribution pension plan
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 obligations.
The contributions are recognised as an expense in the Statement of comprehensive income when they fall due. Amounts not paid are shown in accruals as a liability in the statement of financial position. The assets of the plan are held separately from the Company in an independently administered fund.
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.
Where the directors assess any potential charges to the profit and loss as being immaterial, no such charges are recognised.
Page 23
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
2.Accounting policies (continued)
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
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Operating leases: the Company as lessee
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Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Research and development expenditure is expensed in the period during which it is incurred.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
Page 24
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
2.Accounting policies (continued)
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Current and deferred taxation
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The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
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Website Development Expenditure
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Exceptional costs are transactions that fall within the ordinary activities of the Company but are presented separately due to them not being of an ongoing nature.
Page 25
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
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Judgements in applying accounting policies and key sources of estimation uncertainty
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The preparation of these financial statements requires management to make judgements, estimates and assumptions that effect the application of policies and reported amounts of assets and liabilities, income and expenses.
Judgements and estimates are continually evaluated and are based on historical experiences and other factors, including expectations of future events that are believed to be reasonable under the
circumstances.
The company makes estimates and assumptions concerning the future. The resulting accounting
estimates will be, by definition, seldom equal to the related actual results.
There is a key source of estimation uncertainty in relation to the obsolescence of stock. Management considers the aging of stock, the recent sales history of stock items, the distribution channels available to sell the stock and the overall health of the brand to assess whether net realisable value will be in excess of cost.
Another key source of estimation is the judgement in relation to hedge effectiveness. Forward currency contracts are placed for future stock purchases. The value of the hedged item, being future stock purchases, and the hedging instrument, being the forward currency contracts, are reviewed frequently to ensure that there is an effective hedge. This is done by comparing firm purchase order commitments with suppliers against the value of currency contracts with third party financial institutions.
The whole of the turnover is attributable to the principal activity of the company.
Analysis of turnover by country of destination:
Page 26
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
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The operating profit is stated after charging:
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Other operating lease rentals
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Amortisation of intangible assets
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Depreciation of tangible assets
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Prior to the year end the company undertook a restructuring exercise for which costs incurred of £211,559 which were deemed to be exceptional in nature.
In addition to this, one off legal costs were incurred of £75,000.
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During the year, the Company obtained the following services from the Company's auditors:
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Fees payable to the Company's auditors for the audit of the Company's financial statements
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The average monthly number of employees, including the directors, during the year was as follows:
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Staff costs, including directors' remuneration, were as follows:
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Cost of defined pension benefit contribution scheme
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Page 27
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
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Company contributions to defined contribution pension schemes
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During the year retirement benefits were accruing to 2 directors (2024 - 2) in respect of defined contribution pension schemes.
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The highest paid director received remuneration of £219,740 (2024 - £180,810).
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The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £4,927 (2024 - £11,792).
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Interest payable and similar expenses
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Other loan interest payable
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Current tax on profits for the year
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Adjustments in respect of previous periods
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Origination and reversal of timing differences
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Page 28
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
12.Taxation (continued)
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Factors affecting tax charge for the year
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The tax assessed for the year is higher than (2024 - lower than) the standard rate of corporation tax in the UK of25% (2024 - 24.03%). The differences are explained below:
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Profit on ordinary activities before tax
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Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 24.03%)
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Expenses not deductible for tax purposes
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Adjustments to tax charge in respect of prior periods
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Other differences leading to an increase (decrease) in taxation
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Effect of differential tax rates
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Total tax charge for the year
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Factors that may affect future tax charges
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There were no factors that may affect future tax charges.
Page 29
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
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Website development costs
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Charge for the year on owned assets
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Page 30
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
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Charge for the year on owned assets
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Page 31
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
14.Tangible fixed assets (continued)
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Charge for the year on owned assets
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Raw materials and consumables
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Finished goods for resale
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Page 32
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
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Trade debtors excluding factored debts
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Prepayments and accrued income
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Derivative financial instruments
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The company enters into forward foreign currency contracts to hedge currency exposure on firm future commitments, being purchases of stock. The fair values of the assets and liabilities held at fair value through profit and loss at the balance sheet date are determined using quoted prices.
Of the outstanding asset position of £738,768, contracts valued at £340,238 are due to settle and therefore be reflected in profit and loss in the year to 31 January 2026. The remainder are due to settle in the following period.
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Other taxation and social security
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Proceeds from factored debt
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Accruals and deferred income
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Derivative financial instruments
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Page 33
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
18.Creditors: Amounts falling due within one year (continued)
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Secured creditors
Import finance loans of £2,371,180 (2024 - £3,580,118) are secured by the company as detailed below.
∙Debenture comprising fixed and floating charges over all assets and undertakings of Montane Ltd including all present and future freehold and leasehold property, book and other debts, chattels, goodwill and uncalled capital, both present and future.
∙Supplemental fixed charge over goodwill, uncalled capital and intellectual property rights of Montane Ltd.
∙Charge over contract monies given by Montane Ltd.
∙General pledge over documents and goods given by Montane Ltd.
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Creditors: Amounts falling due after more than one year
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Other creditors consist of loan notes which accrue interest at 2% per annum. The company may repay the loan notes at any point, and they are unsecured.
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Analysis of the maturity of loans is given below:
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Amounts falling due within one year
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Loans are short term trade loan facilities.
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Page 34
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
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Deferred tax charged in the Profit and loss account for the period
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Deferred tax charged in the statement of total recognised gains and losses
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The provision for deferred taxation is made up as follows:
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Accelerated capital allowances
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Derivative financial instruments
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Other short term timing differences
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Allotted, called up and fully paid
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15,773 (2024 - 15,773) Ordinary shares of £1.00 each
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Share premium account
This reserve includes premiums received on issue of share capital. Any transactions costs associated with the issuing of shares are deducted from share premium.
Capital redemption reserve
This reserve arises on the repurchase of share capital of the company from the shareholders and records the nominal value of shares repurchased.
Hedging reserve
This reserve arises due to changes in the fair value of the Company's cash flow hedges, net of any deferred taxation.
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £78,673 (2024 - £82,292). Contributions totalling £20,901 (2024 - £16,635) were payable to the fund at the reporting date and are included in creditors.
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Commitments under operating leases
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At 31 January 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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Related party transactions
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Administration expenses include £60,000 (2024 - £50,000) paid to Inverleith LLP in relation to Non-Executive Directors fees.
The company owed £816,000 (2024 - £800,000) to Inverleith LLP at the balance sheet date. Interest of £16,000 (2024 - £14,759) in relation to the loan notes was charged during the year.
During the year Montane (Qingdao) Outdoor Equipment Company Limited became a related party following a change in ownership. Transactions with Montane (Qingdao) Outdoor Equipment Company Limited in the prior year are not disclosed as related party transactions as the related party relationship did not exist at that time.
During the financial year, sales were made to Montane (Qingdao) Outdoor Equipment Company Limited of £1,459,803. The balance owed to the company at the year end in relation to credit sales was £81,204.
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Post balance sheet events
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In March 2025, two joint ventures were created with our Chinese partners to facilitate and realise our growth ambitions in China and wider Asian markets. This will involve routing existing Asian business through these entities whilst being able to actively participate in stronger regionalised marketing campaigns to fuel expansion.
Page 36
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MONTANE LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
Montane Ltd is jointly owned and controlled by Inverleith (MT) Limited and MT Holdings (HK) Limited. It is the view of the directors that there is no ultimate controlling party.
Inverleith (MT) Limited is a company incorporated in Scotland, the accounts of which are available from 4th Floor, 7 Castle Street, Edinburgh, EH2 3AH.
MT Holdings (HK) Limited is a company incorporated in Hong Kong, the accounts of which are available from Room 1304A, Sino Centre, Nos 582 - 592 Nathan Road, Mong Kok, Hong Kong.
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