Company registration number 02383478 (England and Wales)
BARFOOTS OF BOTLEY LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
BARFOOTS OF BOTLEY LIMITED
COMPANY INFORMATION
Directors
P C Barfoot
J D Marks
N J Lake
K Williams
Company number
02383478
Registered office
Sefter Farm
Pagham Road
Bognor Regis
West Sussex
United Kingdom
PO21 3PX
Auditor
Azets Audit Services
Carnac Place
Cams Hall Estate
Fareham
Hampshire
United Kingdom
PO16 8UY
BARFOOTS OF BOTLEY LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Notes to the financial statements
12 - 27
BARFOOTS OF BOTLEY LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present the strategic report for the year ended 31 December 2024.
Review of the business
In 2024 the Company saw a continued recovery in sales (14.6%) as in 2023, after falls in 2021 and 2022. Gross margin % also improved from 12.9% to 14.2% due to an easing in the worst of the inflationary pressures on the business sustained in prior years. There were also improvements created through high product availability and another year of relatively stable currency markets.
Cash margin rose 26% in the year from the rise in sales and improvements in the margin % putting the business on a more sustainable footing.
Principal risks and uncertainties
Our key areas of risk and uncertainty include;
Inflation has eased but remains positive and costs have not fallen they are just rising more slowly, risk remains due to government policy and global trade disputes.
Ongoing increases in the cost of labour due to changes in government policy, particularly regarding the National Living Wage,but also the rise in the NI costs of the business which will have a substantial impact in 2025. This is exacerbated by general increases in wage inflation from the wider workforce and a shortage of skilled workers.
Continued high interest rates have caused little financial impact on the business due to our low borrowings but do make investment more expensive and have the potential to delay major projects due to the impact on payback periods.
Continuing risk from our customer base as they face competition from each other and from the new entrants into the market in what has been a falling market place in terms of consumer demand due to the cost of living crisis.
Increasingly unpredictable weather patterns due to climate change having impacts on our global supply chain. We have long term plans to mitigate some of the risk in this area.
The above factors impact on the performance of the company and continue to make planning for the future more difficult.
The Company continues to invest in its facilities, new product development and innovative processes which we believe puts us on a good footing to remain competitive and profitable into the future.
In 2023 our business recovered better than many others in our sector due to steps we have taken in the past to reinforce our resilience and 2024 has seen us return to a more acceptable level of return given the risks in our business. We continue to implement improvements going forward to remain competitive.
Key performance indicators
Sales are up from £195.6M to £224.1M (+14.6%).
Administrative costs are up from £15.7M to £17.9M (14.5%), a large part of this is from substantial wage inflation from government policy.
Operating profit including exceptional items has risen from £7.9M to £14.5M (+84%), a combination of the rise in sales and GM% and the write off of interco debt in 2023.
Profit before tax has risen from £8.3M to £14.8M (+80%).
BARFOOTS OF BOTLEY LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Statutory duties under s172(1) Companies Act 2006
The Board of Directors believe that they have acted in the way they consider to be both in good faith and would be most likely to promote the success of the Company for the benefit of its members as a whole (having regard to the stakeholders and matters set out in s172(1)(a-f) of the Act) in the decisions taken during the year ended 31 December 2024; and in so having regard, amongst other matters to;
(a) the likely consequences of any decision in the long term,
(b) the interests of the Company’s employees
(c) the need to foster the Company's business relationships with suppliers, customers and others,
(d) the impact of the Company's operations on the community and the environment,
(e) the desirability of the Company maintaining a reputation for high standards of business conduct, and
(f) the need to act fairly as between members of the Company.
The Board has a business plan which is based around achieving our long-term goal of being regarded as a global farming and food business, supplying premium produce and exotic vegetable to the UK and European markets, via supermarkets and other outlets.
The Board understands the importance of engaging with all its stakeholders and regularly discusses issues concerning employees, clients, suppliers, community and environment, regulators and shareholders which inform its decision making processes.
Inherently, there is an inter-dependency on the success of the company and the success of its stakeholders.
Employees
Our employees remain fundamental to the achievement of our business plan. In addition to aiming to be a responsible employer in our approach to pay and benefits, we continue to engage with our team to ascertain which training and development opportunities should be made available to improve our team’s productivity and our individual employees’ potential within the business.
The Company encourages diversity and inclusion of employees of all backgrounds.
Customers
We continue to engage closely with our customers, who are mainly large UK supermarkets. Our aim is ensure that our customers’ needs are met, and we deliver a premium produce to our customers all year round, meeting demand and quality throughout.
Suppliers
We value the supplier base as partners and our aim is to develop and enter into strong stable working relationships with them. We seek to be fair and transparent in our dealings with suppliers and we ensure that we honour our arrangements with them.
Environment and community
The Board takes sustainability and environmental responsibility very seriously, which is evidenced by the establishment of Barfoot Energy Limited within the Group of which the Company is a part, enabling the Company to generate more than twice the energy it needs, from its green factory waste, and selling the surplus to the National Grid. This leads to other environmental benefits, including a significant reduction in the number of tractor and lorry journeys required to transport waste away from our sites each year, thus lessening our impact on the local community and surroundings. The business has commissioned a water treatment plant and has installed a large scale solar PV to further increase its sustainability.
BARFOOTS OF BOTLEY LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
Governance and regulation
The Board’s intention is to behave responsibly and to ensure that the management team operates the business in a responsible manner, acting with the high standards of business conduct and good governance expected of a business of our nature and size and in full alignment with the rules and regulations. In doing so, we believe we will achieve our long-term business strategy and also further develop our reputation in our sector.
J D Marks
Director
8 April 2025
BARFOOTS OF BOTLEY LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The principal activity of the company continued to be that of import, packaging and distribution of semi exotic produce.
Results and dividends
The results for the year are set out on page 9.
Ordinary dividends were paid amounting to £4,000,000. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
P C Barfoot
J D Marks
N J Lake
K Williams
Financial instruments
Liquidity risk
The company seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably.
Currency risk
The company can be exposed to foreign exchange risk. This is however managed through the use of forward contracts.
Cash flow risk
The company mitigates cash flow risk by the use of an invoice discounting facility.
Disabled persons
Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the company continues and that the appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
Employee involvement
The company's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.
Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the company's performance.
Future developments
Future developments are set out in the Strategic Report.
BARFOOTS OF BOTLEY LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
Energy and carbon report
As the company is consolidated into the group accounts of Posbrook Holdings Limited who provide an energy and carbon report on a group basis, Barfoots of Botley Limited is not required to report on its emissions, energy consumption or energy efficiency activities.
Statement of directors' responsibilities
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
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 company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
On behalf of the board
J D Marks
Director
8 April 2025
BARFOOTS OF BOTLEY LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BARFOOTS OF BOTLEY LIMITED
- 6 -
Opinion
We have audited the financial statements of Barfoots of Botley Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
BARFOOTS OF BOTLEY LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BARFOOTS OF BOTLEY LIMITED
- 7 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
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.
BARFOOTS OF BOTLEY LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BARFOOTS OF BOTLEY LIMITED
- 8 -
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 company 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.
Mr Richard Hutchinson
Senior Statutory Auditor
For and on behalf of Azets Audit Services
9 April 2025
Chartered Accountants
Statutory Auditor
Carnac Place
Cams Hall Estate
Fareham
Hampshire
United Kingdom
PO16 8UY
BARFOOTS OF BOTLEY LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
2024
2023
Notes
£
£
Turnover
3
224,084,501
195,579,629
Cost of sales
(192,256,951)
(170,392,029)
Gross profit
31,827,550
25,187,600
Administrative expenses
(17,951,147)
(15,678,403)
Other operating income
605,575
341,536
Exceptional item
4
(2,000,000)
Operating profit
5
14,481,978
7,850,733
Interest receivable and similar income
9
406,070
629,628
Interest payable and similar expenses
10
(21,586)
(136,936)
Gain/(loss) on financial assets at fair value through profit and loss account
11
(15,988)
(81,264)
Profit before taxation
14,850,474
8,262,161
Tax on profit
12
(3,879,377)
(2,414,573)
Profit for the financial year
10,971,097
5,847,588
The profit and loss account has been prepared on the basis that all operations are continuing operations.
BARFOOTS OF BOTLEY LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2024
31 December 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
14
28,938,523
28,803,981
Investments
15
511,350
511,350
29,449,873
29,315,331
Current assets
Stocks
19
6,576,482
6,078,822
Debtors
20
33,187,804
30,487,630
Cash at bank and in hand
15,048,094
12,227,855
54,812,380
48,794,307
Creditors: amounts falling due within one year
21
(20,292,307)
(21,454,765)
Net current assets
34,520,073
27,339,542
Total assets less current liabilities
63,969,946
56,654,873
Provisions for liabilities
Deferred tax liability
22
2,155,572
1,811,596
(2,155,572)
(1,811,596)
Net assets
61,814,374
54,843,277
Capital and reserves
Called up share capital
25
33,154
33,154
Share premium account
26
4,424
4,424
Other reserves
26
10,980
10,980
Profit and loss reserves
26
61,765,816
54,794,719
Total equity
61,814,374
54,843,277
The financial statements were approved by the board of directors and authorised for issue on 8 April 2025 and are signed on its behalf by:
J D Marks
Director
Company Registration No. 02383478
BARFOOTS OF BOTLEY LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
Share capital
Share premium account
Share capital
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2023
33,154
4,424
10,980
50,697,131
50,745,689
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
-
-
5,847,588
5,847,588
Dividends
13
-
-
-
(1,750,000)
(1,750,000)
Balance at 31 December 2023
33,154
4,424
10,980
54,794,719
54,843,277
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
-
10,971,097
10,971,097
Dividends
13
-
-
-
(4,000,000)
(4,000,000)
Balance at 31 December 2024
33,154
4,424
10,980
61,765,816
61,814,374
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
1
Accounting policies
Company information
Barfoots of Botley Limited is a private company limited by shares incorporated in England and Wales. The registered office is Sefter Farm, Pagham Road, Bognor Regis, West Sussex, United Kingdom, PO21 3PX.
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.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
Barfoots of Botley Limited is a wholly owned subsidiary of Posbrook Holdings Limited and the results of Barfoots of Botley Limited are included in the consolidated financial statements of Posbrook Holdings Limited which are available from Sefter Farm, Pagham Road, Bognor Regis, West Sussex, United Kingdom, PO21 3PX.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
The business continues to maintain strong reserves and has a robust asset base and as a result we remain confident it is appropriate for the company to continue to adopt the going concern basis of preparation for a period of 12 months from the date of approving these financial statements.
1.3
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.
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
1.4
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.
Assets under construction are not depreciated until they are brought into use.
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
10% straight line basis
Leasehold land and buildings
10% straight line basis
Plant and equipment
15% straight line basis
Fixtures and fittings
15% - 33% straight line basis
Motor vehicles
20% - 33% straight line basis
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.5
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
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 company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.6
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
1.7
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.
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
1.8
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
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 company’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 when the company has 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.
1.9
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.10
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 leases asset are consumed.
1.11
Government grants
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
1.12
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Determine whether there are any indicators of impairments of the company's tangible fixed assets
Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset.
Determine whether borrowings are classed as current or non-current borrowings
These decisions depend on the cash flow requirements of the company and whether the borrowings of the company can be repaid.
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.
Tangible fixed assets, other than land, are depreciated over their useful lives, taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into consideration. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.
Land is not depreciated in accordance with FRS 102.
Stock is reviewed annually for impairment and a stock provision is provided for accordingly on a line by line basis. Product life cycles, general market conditions and expected net realisable value are taken into consideration when determining the level of provision required.
Forward currency contracts are valued on the basis of the bank valuation.
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 16 -
3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Sale of goods
224,084,501
195,579,629
2024
2023
£
£
Turnover analysed by geographical market
UK
222,545,076
194,262,639
Europe
1,539,425
1,316,990
224,084,501
195,579,629
2024
2023
£
£
Other income
Interest income
406,070
322,538
Dividends received
-
307,090
Grants received
62,833
62,834
Other operating income
453,047
182,298
4
Exceptional item
2024
2023
£
£
Loan waiver
-
2,000,000
In 2023 Barfoots of Botley Limited released Barfoot Farms Limited from its obligation to repay £2m of the existing loan between the two companies, by way of a formal Deed of Release dated 20 December 2023.
5
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses
187,434
87,103
Research and development costs
(1,524)
(6,861)
Government grants
(62,833)
(62,834)
Depreciation of owned tangible fixed assets
3,964,674
3,858,726
Loss on disposal of tangible fixed assets
26,649
21,105
Operating lease charges
1,865,483
1,781,146
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 17 -
6
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
84,100
77,625
The remunerations received by the auditor for other services are disclosed in the consolidated financial statements of the company's parent, Posbrook Holdings Limited.
7
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Production
485
484
Administration and support
109
104
Total
594
588
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
23,133,940
20,547,072
Social security costs
1,844,034
1,935,956
Pension costs
367,274
343,310
25,345,248
22,826,338
8
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
2,442,444
2,011,596
Company pension contributions to defined contribution schemes
39,733
13,189
2,482,177
2,024,785
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2023 - 4).
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
8
Directors' remuneration
(Continued)
- 18 -
Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
1,238,435
948,936
Company pension contributions to defined contribution schemes
15,666
4,000
9
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
406,070
322,538
Income from fixed asset investments
Income from shares in group undertakings
307,090
Total income
406,070
629,628
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
406,070
322,538
10
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
21,586
136,936
11
Amounts written off investments
2024
2023
£
£
Fair value gains/(losses) on financial instruments
Change in value of financial assets held at fair value through profit or loss
(15,988)
(81,264)
12
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
3,396,375
2,165,858
Adjustments in respect of prior periods
85,815
140,044
Other taxes
53,211
Total current tax
3,535,401
2,305,902
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
12
Taxation
2024
2023
£
£
(Continued)
- 19 -
Deferred tax
Origination and reversal of timing differences
343,976
108,671
Total tax charge
3,879,377
2,414,573
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
14,850,474
8,262,161
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
3,712,619
1,943,306
Tax effect of expenses that are not deductible in determining taxable profit
15,190
14,311
Tax effect of income not taxable in determining taxable profit
(85,084)
Permanent capital allowances in excess of depreciation
161,810
120,964
Under/(over) provided in prior years
85,815
140,044
Deferred tax adjustments in respect of prior years
(96,057)
(208,126)
Connected loan write off
470,411
Gross deferred tax rate movement
18,747
Taxation charge for the year
3,879,377
2,414,573
13
Dividends
2024
2023
£
£
Final paid
4,000,000
1,750,000
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
14
Tangible fixed assets
Freehold land and buildings
Leasehold land and buildings
Assets under construction
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
£
£
Cost
At 1 January 2024
15,415,041
7,792,134
3,117,005
32,487,559
2,212,649
157,817
61,182,205
Additions
178,324
10,867
839,670
2,949,563
174,796
22,779
4,175,999
Disposals
(15,878)
(456,597)
(15,500)
(487,975)
Transfers
163,370
65,368
(2,866,610)
2,626,583
11,289
At 31 December 2024
15,756,735
7,868,369
1,074,187
37,607,108
2,398,734
165,096
64,870,229
Depreciation and impairment
At 1 January 2024
1,955,434
6,318,377
22,312,265
1,744,534
47,614
32,378,224
Depreciation charged in the year
372,540
408,602
2,898,517
253,575
31,440
3,964,674
Eliminated in respect of disposals
(395,692)
(15,500)
(411,192)
At 31 December 2024
2,327,974
6,726,979
24,815,090
1,998,109
63,554
35,931,706
Carrying amount
At 31 December 2024
13,428,761
1,141,390
1,074,187
12,792,018
400,625
101,542
28,938,523
At 31 December 2023
13,459,607
1,473,757
3,117,005
10,175,294
468,115
110,203
28,803,981
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
15
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
16
31,251
31,251
Investments in associates
17
455,099
455,099
Unlisted investments
25,000
25,000
511,350
511,350
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
16
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Indirect
Barfoots Cropping Limited
England and Wales
Farming chilli peppers
Ordinary shares
100.00
-
Barfoots Espana S.L
Spain
Supply chain logistics
Ordinary shares
80.00
-
Barfoots Iberica S.L
Spain
Farming vegetables
Ordinary shares
0
72.00
17
Associates
Details of the company's associates at 31 December 2024 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Societe De Cultures Legumieres
Senegal
Farming vegetables
Ordinary shares
46.30
The shares held in Societe De Cultures Legumieres (SCL), with a cost of £375,657 have been allocated as part of the collateral for SCL's estimated secured obligation of €nil (2023 - €nil) in respect of loans received from Societe Belge D'Investissement Pour Les Pays En Developpement SA.
18
Financial instruments
2024
2023
£
£
Carrying amount of financial liabilities
Measured at fair value through profit or loss
- Other financial liabilities
106,351
90,363
Forward foreign exchange contracts
A valuation was carried out by the banks with whom the contracts are held.
The value of the asset changes when there are movements in the spot rate. The change in value included in profit or loss is a loss of £15,988 (2023 - a loss of £81,264).
19
Stocks
2024
2023
£
£
Packaging stock
4,175,344
3,755,469
Produce stock
2,401,138
2,323,353
6,576,482
6,078,822
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
20
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
26,241,495
23,196,728
Corporation tax recoverable
574,515
555,812
Amounts owed by group undertakings
2,006,217
1,897,163
Other debtors
2,985,849
3,868,386
Prepayments and accrued income
1,379,728
969,541
33,187,804
30,487,630
21
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Trade creditors
11,175,163
12,747,146
Amounts owed to group undertakings
1,674,570
1,534,534
Taxation and social security
450,238
421,835
Derivative financial instruments
106,351
90,363
Government grants
23
225,156
287,991
Other creditors
76,821
58,579
Accruals and deferred income
6,584,008
6,314,317
20,292,307
21,454,765
Banking facilities are secured by fixed charges over all freehold and leasehold property now or subsequently owned by the company.
22
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
2,177,891
1,830,777
Retirement benefit obligation
(22,319)
(19,181)
2,155,572
1,811,596
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
22
Deferred taxation
(Continued)
- 24 -
2024
Movements in the year:
£
Liability at 1 January 2024
1,811,596
Charge to profit or loss
343,976
Liability at 31 December 2024
2,155,572
23
Government grants
2024
2023
£
£
Arising from government grants
225,156
287,991
The grant relates to the Rural Development grant claim under the Growth Programme Scheme.
24
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
367,274
343,310
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
Contributions totalling £89,274 (2023: £79,814) were payable to the scheme at the end of the year and are included in creditors.
25
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
33,154
33,154
33,154
33,154
Ordinary shares have the following rights, preferences and restrictions:
Full voting and equity rights.
26
Reserves
Share premium
The share premium reserve represents the difference between the par value of the shares issued and the subscription or issue price.
Share capital
Share capital represents the nominal value of shares that have been issued.
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
26
Reserves
(Continued)
- 25 -
Other reserves
The other reserves represents amounts by which the company's issued share capital diminished and where shares of the company were redeemed or purchased wholly out of the company's profits.
Profit and loss account
The profit and loss account represents all accumulated net gains and losses.
27
Financial commitments, guarantees and contingent liabilities
The company has guaranteed to support various connected entities in the event that they are unable to discharge their liabilities as they fall due.
28
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2024
2023
£
£
Within one year
1,574,180
1,024,069
Between two and five years
770,000
1,854,908
2,344,180
2,878,977
29
Capital commitments
Amounts contracted for but not provided in the financial statements:
2024
2023
£
£
Acquisition of tangible fixed assets
617,969
983,836
30
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Sales
Purchases
2024
2023
2024
2023
£
£
£
£
Subsidiaries
6,874
12,895
4,684,682
4,478,548
Associates
35,161
83,785
22,206,927
22,897,363
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
30
Related party transactions
(Continued)
- 26 -
Interest received
2024
2023
£
£
Subsidiaries
60,801
68,575
The following amounts were outstanding at the reporting end date:
2024
2023
Amounts due to related parties
£
£
Subsidiaries
426,440
996,516
Associates
-
1,841,156
2024
2023
Amounts due from related parties
£
£
Subsidiaries
1,001,271
1,189,125
Associates
732,054
16,109
Summary of transactions with subsidiaries
Sales and purchases between subsidiaries are made at normal market prices. Outstanding balances with entities are unsecured, interest free and cash settlement, with exception of the loan, is expected within the normal credit terms.
The company has not provided or benefitted from any guarantees for any subsidiaries receivables or payables.
Summary of transactions with associates
Sales and purchases between associates are made at normal market prices. Outstanding balances with entities are unsecured, interest free and cash settlement, with exception of the loan, is expected within the normal credit terms.
The company has not provided or benefitted from any guarantees for any associates receivables or payables.
The company has taken advantage of the exemption not to disclose transactions entered into between two or more members of the group as long as any subsidiary which is a party to the transaction is wholly owned by such a member.
31
Directors' transactions
As at the year end, Directors' Loan Accounts due to the Directors totalled £7,224 (2023: £3,858 due from the Directors). These loans are not subject to any interest and have no fixed repayment terms.
BARFOOTS OF BOTLEY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 27 -
32
Ultimate controlling party
The company's immediate parent is Posbrook Holdings Limited, a company incorporated in England and Wales.
The financial statements for the parent company are available upon request from the company at Sefter Farm, Pagham Road, Bognor Regis, West Sussex, PO21 3PX.
The ultimate controlling party is Peter Barfoot, who is the sole shareholder of Posbrook Holdings Limited, the immediate parent company.
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