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Registered number: 10901481
ICHIBA UK LIMITED
FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE YEAR ENDED 31 DECEMBER 2024
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ICHIBA UK LIMITED
REGISTERED NUMBER: 10901481
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
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Debtors: amounts falling due after more than one year
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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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Net current (liabilities)/assets
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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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ICHIBA UK LIMITED
REGISTERED NUMBER: 10901481
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2024
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 September 2025.
The notes on pages 3 to 12 form part of these financial statements.
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ICHIBA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The principal activity of Ichiba UK Limited ("the Company") is that of operation of restaurants.
The Company is a private company limited by shares incorporated in England and Wales.
The address of the principal place of business is 0220 Relay Square Westfield, London, W12 7HB.
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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The following principal accounting policies have been applied:
The financial statements have been prepared on the going concern basis, which assumes that the Company will continue to trade for the foreseeable future, being a period of at least twelve months from the date of approval of these financial statements, and will be able to meet its debts as they fall due. However, the directors are aware of certain material uncertainties which may cause doubt on the Company's ability to continue as a going concern.
In the year ended 31 December 2024, the Company incurred a loss before tax of £530,545 (2023 - £949,699) and at the reporting date, there were net liabilities of £1,012,593 (2023 - net assets £100). The parent company has agreed not to seek repayment of loans receivable from Ichiba UK Limited amounting to £1,618,796 as at 31 December 2024 earlier than 30 September 2026.
In common with similar business in the hospitality sector, challenging trading environment presented by unforeseen post pandemic events such as the energy crisis, interest rate crisis, change in city working patters etc. have significant impact on footfall and customer spend levels, which in turn has an impact on the overall group results. Whilst it is difficult to predict the longevity and future such occurrences, the directors have implemented measures for the business to mitigate their impact, adopt and sustain profitability and growth in the medium to long term.
The Company has prepared cash flow forecast until December 2029, under the current economic conditions and based on the key assumption that the restaurant will remain open for the foreseeable future. The forecasts incorporate profit improvement measures including controlling energy costs and securing favourable fixed prices, general cost efficiencies and marketing campaigns to drive footfall.
As a result of these projections, and continued support from group companies, the directors are confident that the Company's access to working capital and future profit generation will be sufficient to support the business in the foreseeable future, and accordingly, consider it appropriate to prepare the financial statements on a going concern basis.
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ICHIBA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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.
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.
Revenue comprises both income arising from the sale of food and drink net of value added tax and income arising as a result of service charges relating to the sale of this food and drink.
Revenue is recognised when food and drink is provided to the customer.
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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.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term.
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.
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 payment obligations.
The contributions are recognised as an expense in profit or loss 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 independently administered funds.
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ICHIBA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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.
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.
Depreciation is provided on the following basis:
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Short-term leasehold property
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Over the term of the lease
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Straight line basis over 2-6 years
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Straight line basis over 5 years
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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.
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ICHIBA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Stocks are stated at the lower of cost and net realisable value. 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.
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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.
The Company only enters into basic financial instruments and transactions that result in the recognition of financial assets and liabilities like other debtors.
(i) Financial assets
Basic financial assets, including other debtors, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Such assets are subsequently carried at amortised cost using the effective interest method.
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the Statement of Income and Retained Earnings.
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
(ii) Financial liabilities
Basic financial liabilities, including other creditors, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
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ICHIBA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Financial instruments (continued)
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(iii) Offsetting
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
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Judgments in applying accounting policies and key sources of estimation uncertainty
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The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the amounts reported for assets and liabilities as at the Statement of Financial Position date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from these estimates.
Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Going concern assumption
As outlined in note 2.2 the directors believe that the Company will continue to be a going concern however due to previous losses and post-pandemic economic conditions, material uncertainty does exist relating to the going concern assumption.
As a result, the accounts have been prepared on such a basis so assets and liabilities have been accounted for with the Company's continued trading operation in mind.
If the Company was to no longer be a going concern, assets and liabilities would need to be re-evaluated to reflect this position.
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:
Deferred tax
The Company has recognised deferred tax assets only to the extent that the directors consider it probable that sufficient future taxable profits will be available to utilise the deductible temporary differences and tax losses.
In forming this view, the directors considered forecasts to 31 December 2029, which indicate that the Company is expected to return to and maintain profitability from 2025 onwards.
At 31 December 2024, the deferred tax asset recognised in respect of unused tax losses amounts to £314,708. This deferred tax asset on losses has been recognised on the basis that the Company will continue to make profits in the future against which the losses can be used. The recognition of this asset is supported by management’s detailed modelling of future profitability. This modelling assumes continued revenue growth and stable margins. A downside case, which included reduced sales volumes and lower margins, was also considered and indicated that the deferred tax asset would still be recoverable, although over a longer period. If revenue were to increase by 5% year on year and costs remain flat this would result in an increase in the deferred tax asset of around £63,000.
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ICHIBA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
3.Judgments in applying accounting policies (continued)
The directors acknowledge that the recoverability of deferred tax assets is inherently uncertain and dependent on future trading performance. To the extent that future profitability differs from current expectations, the amount of deferred tax recognised may increase or decrease, with a corresponding impact on profit or loss. Further details on taxation are provided in note 10.
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The average monthly number of employees, including directors, during the year was 65 (2023 - 73).
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Short-term leasehold property
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Charge for the year on owned assets
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ICHIBA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Finished goods and goods for resale
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The carrying value of stocks are stated net of impairment losses totalling £Nil (2023 - £Nil). Impairment losses totalling £Nil (2023 - £Nil) were recognised in profit and loss.
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Due after more than one year
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ICHIBA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Creditors: Amounts falling due within one year
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Loans from group undertakings
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Amounts owed to group undertakings
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Other taxation and social security
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Amounts owed to group undertakings are interest free and repayable on demand.
At the year end, a loan amounting to £1,618,796 was payable to the intermediary parent company, Japan Centre Group Limited. The loan carries an interest rate of 5.5% per annum. The repayment date at the balance sheet date was 31 December 2025, and accordingly, the balance has been classified as due within one year. Subsequent to the year end, the repayment date was extended to 31 December 2026.
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Creditors: Amounts falling due after more than one year
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Loans from group undertakings
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Accruals and deferred income
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Charged to profit or loss
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ICHIBA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
10.Deferred taxation (continued)
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The deferred tax asset is made up as follows:
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Tax losses carried forward
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During 2025, there has been a significant improvement in footfall and better overall cost management. As a result of this improvement, Ichiba UK began to generate taxable profits in 2025. The improved near-term outlook for the hospitality industry also means that Ichiba UK is now forecast to generate sufficient taxable profits to fully utilise its remaining tax losses. Current forecasts indicate that the losses will be utilised over approximately five years.
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Allotted, called up and fully paid
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3,236,000 (2023 - 3,236,000) Ordinary shares of £1.00 each
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2,717,000 (2023 - 2,717,000) Preference shares of £1.00 each
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The preference shares do not carry any voting rights and rank above the ordinary shareholders in the event of dividend distribution.
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The comparative information in the financial statements has been restated from the figures previously reported for presentational purposes as follows:
A prior year restatement was necessary to reclassify the rent free accrual portion between creditors due within one year and creditors due more than one year. This adjustment resulted in a decrease in creditors due within one year of £1,484,528 and an increase in creditors due more than one year by the same amount. This adjustment had no impact on net assets or profit for the previous year.
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.
Contributions totalling £7,109 (2023 - £5,592) were payable to the fund at the reporting date and are included in creditors.
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ICHIBA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Related party transactions
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During the year the Company entered into the following transactions with non wholly owned group undertakings:
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Amounts due to group entities at the reporting end date
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Amounts due to other related parties
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The Company's immediate parent is Japan Centre Group Holdings Limited, incorporated in United Kingdom.
The registered office address for Japan Centre Group Holdings Limited is Unit B, Premier Park Road, Park Royal, London, NW10 7NZ.
The parent of the smallest group in which these financial statements are consolidated is Kozosushi UK Limited, incorporated in United Kingdom.
The copies of the group financial statements for Kozosushi UK Limited can be obtained from Companies House or Unit B, Premier Park, Premier Park Road, London, NW10 7NZ.
The auditors' report on the financial statements for the year ended 31 December 2024 was unqualified.
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In their report, the auditors emphasised the following matter without qualifying their report:
We draw attention to note 2.2 in the financial statements, which indicates that continuing losses may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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The audit report was signed on 24 September 2025 by Catalina Feier FCA (Senior Statutory Auditor) on behalf of BKL Audit LLP.
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