| REGISTERED NUMBER: 14562910 (England and Wales) |
| Group Strategic Report, Report of the Directors and |
| Consolidated Financial Statements for the Year Ended 31 December 2024 |
| for |
| Bamboo Mart UK Limited |
| REGISTERED NUMBER: 14562910 (England and Wales) |
| Group Strategic Report, Report of the Directors and |
| Consolidated Financial Statements for the Year Ended 31 December 2024 |
| for |
| Bamboo Mart UK Limited |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Contents of the Consolidated Financial Statements |
| for the Year Ended 31 December 2024 |
| Page |
| Company Information | 1 |
| Group Strategic Report | 2 |
| Report of the Directors | 4 |
| Report of the Independent Auditors | 5 |
| Consolidated Income Statement | 9 |
| Consolidated Other Comprehensive Income | 10 |
| Consolidated Balance Sheet | 11 |
| Company Balance Sheet | 12 |
| Consolidated Statement of Changes in Equity | 13 |
| Company Statement of Changes in Equity | 14 |
| Consolidated Cash Flow Statement | 15 |
| Notes to the Consolidated Cash Flow Statement | 16 |
| Notes to the Consolidated Financial Statements | 18 |
| Bamboo Mart UK Limited |
| Company Information |
| for the Year Ended 31 December 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants and |
| Statutory Auditor |
| 67 Westow Street |
| London |
| SE19 3RW |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Group Strategic Report |
| for the Year Ended 31 December 2024 |
| The directors present their strategic report for the period ended 31 December 2024. |
| REVIEW OF BUSINESS |
| Bamboo Mart UK Limited has 4 subsidiaries; Galalane Limited, Chuanglee Limited, Chuanglee Cash & Carry Limited and Chuanglee MiniC Greenwich Limited operating in Oriental Foods industry. Chuanglee Limited operates a warehouse for wholesale of Eastern and Southeastern Asia products to various businesses in the UK. Chuanglee Cash & Carry Limited runs a supermarket for day-to-day walk-in customers offering a variety of foods from Far East Asia. Chuanglee MiniC Greenwich Limited operates a new retail store opened in 2024. |
| We are a traditional bricks and mortar business, where welcoming and serving our customers daily continues to be our primary activity and despite the ongoing challenges and what is already recognised as a highly competitive sector, we remain very optimistic for the future. |
| We remain committed to looking after our customers where a demand for quality, taste, innovation, newness, exclusive, following food trends and having an appreciation for great customer service continues to be a popular activity. |
| We continue to support our staff as much as possible by conducting regular appraisals. We also work closely with all our stakeholders and adapt quickly to changes in the market, we are confident our position in the sector is secure and continue to build and strengthen our enviable reputation. |
| Financial Review |
| Key financial results of the group for the period under review: |
| 1. Turnover for the period was £23.4m. |
| 2. EBITDA for the period was £0.9m. |
| 3. The net assets of the group at the year end were £10.4m. |
| We have extensively focused on systems and infrastructure during the period with the plans to control costs and increase processing efficiency. |
| We continue to allocate more resource to strengthen departments and create opportunities for our team through career progression and professional development. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| In the normal course of business the group will be exposed to the following principal risks and uncertainties: |
| Credit Risk |
| The group's credit risk is attributable to its trade debtors, who are all credit checked, before the group engages in business. |
| These debtors are continuously monitored for a change in credit history, which allows the group to adapt and change rapidly if it deems that the customer may become a risk. This helps to minimise any potential bad debt. The credit control function is continually monitoring the trade debtor's and is constantly chasing debts as they fall due. |
| The companies have a long standing and strong relationship with its customers thus reducing the credit risk even further. |
| Liquidity Risk |
| The group produces cash flow forecasts annually and monitors the forecasts throughout the year. The group also has a five year plan to ensure that the borrowing requirements are reduced as far as possible and therefore reducing the liquidity risk. |
| Interest Rate Risk |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Group Strategic Report |
| for the Year Ended 31 December 2024 |
| The group has set loan agreements and hire purchase agreements at stated interest rates; therefore it is not affected by interest rate fluctuations. |
| ON BEHALF OF THE BOARD: |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Report of the Directors |
| for the Year Ended 31 December 2024 |
| The directors present their report with the financial statements of the company and the group for the year ended 31 December 2024. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 December 2024. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Group Strategic Report, the Report of the Directors 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 the group and of the profit or loss of the group 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; |
| - | 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
| AUDITORS |
| The auditors, Thornton Springer LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| Report of the Independent Auditors to the Members of |
| Bamboo Mart UK Limited |
| Opinion |
| We have audited the financial statements of Bamboo Mart UK Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, 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 group's and of the parent company affairs as at 31 December 2024 and of the group's loss 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. |
| Basis for opinion |
| 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 group 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 group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
| Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
| Other information |
| The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
| 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. |
| In connection with our audit of the financial statements, 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 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 the audit: |
| - | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
| Report of the Independent Auditors to the Members of |
| Bamboo Mart UK Limited |
| Matters on which we are required to report by exception |
| In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors. |
| We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
| - | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the parent company financial statements are not in agreement with the accounting records and returns; or |
| - | certain disclosures of directors' remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit. |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 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 group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. |
| Report of the Independent Auditors to the Members of |
| Bamboo Mart UK Limited |
| Auditors' 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 a Report of the Auditors 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. |
| The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
| Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below. |
| Based on our understanding of the group and the industry in which it operates, we identified that the principal risks of non-compliance with relevant laws and regulations. Non-compliance with these laws and regulations might have a material effect on the financial statements. |
| We evaluated management's incentives and opportunity for fraudulent manipulation of the financial statement (including the risk of override of controls) and determined that the principal risks were posting of unusual journal entries outside the normal course of business and revenue recognition journal entries to manipulate the group's performance profit measures and other key performance indicators. |
| Audit procedures performed included: review of the financial statements and disclosures to underlying supporting documentation, review of compliance with the laws and regulations, enquiries with management, testing of journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud. |
| Under ISA 240 (UK) there is a presumed risk that revenue may be misstated due to the improper recognition of revenue. To address this risk, we obtained an understanding of the group's revenue recognition policies and compared these to the accounting standard, performed a walkthrough to confirm our understanding of the processes and controls through which the business initiates, records, processes and reports revenue transactions. We tested a sample of revenue transactions to supporting evidence and tested, on a sample basis, revenue related balances in the balance sheet. |
| There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through 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 Report of the Auditors. |
| Report of the Independent Auditors to the Members of |
| Bamboo Mart UK Limited |
| Use of our 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 a Report of the Auditors 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. |
| for and on behalf of |
| Chartered Accountants and |
| Statutory Auditor |
| 67 Westow Street |
| London |
| SE19 3RW |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Consolidated Income Statement |
| for the Year Ended 31 December 2024 |
| Period |
| 30.12.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| TURNOVER | 4 | 23,412,428 | 4,778,826 |
| Cost of sales | (18,995,238 | ) | (3,701,299 | ) |
| GROSS PROFIT | 4,417,190 | 1,077,527 |
| Administrative expenses | (4,825,058 | ) | (773,580 | ) |
| (407,868 | ) | 303,947 |
| Other operating income | 24,356 | 1,355 |
| OPERATING (LOSS)/PROFIT | 6 | (383,512 | ) | 305,302 |
| Interest receivable and similar income | 165 | 731,948 |
| (383,347 | ) | 1,037,250 |
| Interest payable and similar expenses | 7 | (76,811 | ) | (706,505 | ) |
| (LOSS)/PROFIT BEFORE TAXATION | (460,158 | ) | 330,745 |
| Tax on (loss)/profit | 8 | (70,161 | ) | (312,894 | ) |
| (LOSS)/PROFIT FOR THE FINANCIAL YEAR |
( |
) |
| (Loss)/profit attributable to: |
| Owners of the parent | (675,565 | ) | (34,280 | ) |
| Non-controlling interests | 145,246 | 52,131 |
| (530,319 | ) | 17,851 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Consolidated Other Comprehensive Income |
| for the Year Ended 31 December 2024 |
| Period |
| 30.12.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| (LOSS)/PROFIT FOR THE YEAR | (530,319 | ) | 17,851 |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
(530,319 |
) |
17,851 |
| Total comprehensive income attributable to: |
| Owners of the parent | (675,565 | ) | (34,280 | ) |
| Non-controlling interests | 145,246 | 52,131 |
| (530,319 | ) | 17,851 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Consolidated Balance Sheet |
| 31 December 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| FIXED ASSETS |
| Intangible assets | 10 | 9,874,427 | 11,001,767 |
| Tangible assets | 11 | 571,608 | 277,764 |
| Investments | 12 | - | - |
| 10,446,035 | 11,279,531 |
| CURRENT ASSETS |
| Stocks | 13 | 3,211,767 | 2,131,537 |
| Debtors | 14 | 2,841,492 | 2,006,355 |
| Cash at bank and in hand | 467,067 | 514,548 |
| 6,520,326 | 4,652,440 |
| CREDITORS |
| Amounts falling due within one year | 15 | (6,133,795 | ) | (4,610,827 | ) |
| NET CURRENT ASSETS | 386,531 | 41,613 |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
10,832,566 |
11,321,144 |
| CREDITORS |
| Amounts falling due after more than one year |
16 |
(242,389 |
) |
(249,398 |
) |
| PROVISIONS FOR LIABILITIES | 20 | (178,150 | ) | (129,400 | ) |
| NET ASSETS | 10,412,027 | 10,942,346 |
| CAPITAL AND RESERVES |
| Called up share capital | 21 | 10,561,973 | 10,561,973 |
| Retained earnings | 22 | (709,845 | ) | (34,280 | ) |
| SHAREHOLDERS' FUNDS | 9,852,128 | 10,527,693 |
| NON-CONTROLLING INTERESTS | 23 | 559,899 | 414,653 |
| TOTAL EQUITY | 10,412,027 | 10,942,346 |
| The financial statements were approved by the Board of Directors and authorised for issue on 26 September 2025 and were signed on its behalf by: |
| Ms P Chaichatchaval - Director |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Company Balance Sheet |
| 31 December 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| FIXED ASSETS |
| Intangible assets | 10 |
| Tangible assets | 11 |
| Investments | 12 |
| CURRENT ASSETS |
| Debtors | 14 |
| CREDITORS |
| Amounts falling due within one year | 15 | ( |
) | ( |
) |
| NET CURRENT LIABILITIES | ( |
) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital | 21 |
| Retained earnings | 22 |
| SHAREHOLDERS' FUNDS |
| Company's (loss)/profit for the financial year | (12,224 | ) | 59,478 |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Consolidated Statement of Changes in Equity |
| for the Year Ended 31 December 2024 |
| Called up |
| share | Retained | Non-controlling | Total |
| capital | earnings | Total | interests | equity |
| £ | £ | £ | £ | £ |
| Changes in equity |
| Issue of share capital | 10,561,973 | - | 10,561,973 | - | 10,561,973 |
| Total comprehensive income | - | (34,280 | ) | (34,280 | ) | 52,131 | 17,851 |
| 10,561,973 | (34,280 | ) | 10,527,693 | 52,131 | 10,579,824 |
| Non-controlling interest arising on business combination |
- |
- |
- |
362,522 |
362,522 |
| Balance at 31 December 2023 | 10,561,973 | (34,280 | ) | 10,527,693 | 414,653 | 10,942,346 |
| Changes in equity |
| Total comprehensive income | - | (675,565 | ) | (675,565 | ) | 145,246 | (530,319 | ) |
| Balance at 31 December 2024 | 10,561,973 | (709,845 | ) | 9,852,128 | 559,899 | 10,412,027 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Company Statement of Changes in Equity |
| for the Year Ended 31 December 2024 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Changes in equity |
| Issue of share capital | - |
| Total comprehensive income | - |
| Balance at 31 December 2023 |
| Changes in equity |
| Total comprehensive income | - | ( |
) | ( |
) |
| Balance at 31 December 2024 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Consolidated Cash Flow Statement |
| for the Year Ended 31 December 2024 |
| Period |
| 30.12.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | 728,456 | 1,127,864 |
| Interest paid | (74,557 | ) | (703,028 | ) |
| Interest element of hire purchase payments paid |
(2,254 |
) |
(3,477 |
) |
| Tax paid | (282,818 | ) | - |
| Net cash from operating activities | 368,827 | 421,359 |
| Cash flows from investing activities |
| Purchase of intangible fixed assets | - | (11,273,809 | ) |
| Purchase of tangible fixed assets | (387,515 | ) | (277,969 | ) |
| Interest received | 165 | 731,948 |
| Net cash from investing activities | (387,350 | ) | (10,819,830 | ) |
| Cash flows from financing activities |
| Capital repayments in year | (31,065 | ) | 351,146 |
| Share issue | - | 10,561,873 |
| Net cash from financing activities | (31,065 | ) | 10,913,019 |
| (Decrease)/increase in cash and cash equivalents | (49,588 | ) | 514,548 |
| Cash and cash equivalents at beginning of year |
2 |
514,548 |
- |
| Cash and cash equivalents at end of year | 2 | 464,960 | 514,548 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Cash Flow Statement |
| for the Year Ended 31 December 2024 |
| 1. | RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| Period |
| 30.12.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| (Loss)/profit before taxation | (460,158 | ) | 330,745 |
| Depreciation charges | 1,220,812 | 285,618 |
| Finance costs | 76,811 | 706,505 |
| Finance income | (165 | ) | (731,948 | ) |
| 837,300 | 590,920 |
| Increase in stocks | (1,080,230 | ) | (2,131,537 | ) |
| Increase in trade and other debtors | (771,595 | ) | (1,971,948 | ) |
| Increase in trade and other creditors | 1,742,981 | 4,640,429 |
| Cash generated from operations | 728,456 | 1,127,864 |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
| Year ended 31 December 2024 |
| 31.12.24 | 1.1.24 |
| £ | £ |
| Cash and cash equivalents | 467,067 | 514,548 |
| Bank overdrafts | (2,107 | ) | - |
| 464,960 | 514,548 |
| Period ended 31 December 2023 |
| 31.12.23 | 30.12.22 |
| £ | £ |
| Cash and cash equivalents | 514,548 | - |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Cash Flow Statement |
| for the Year Ended 31 December 2024 |
| 3. | ANALYSIS OF CHANGES IN NET FUNDS/(DEBT) |
| At 1.1.24 | Cash flow | At 31.12.24 |
| £ | £ | £ |
| Net cash |
| Cash at bank and in hand | 514,548 | (47,481 | ) | 467,067 |
| Bank overdrafts | - | (2,107 | ) | (2,107 | ) |
| 514,548 | (49,588 | ) | 464,960 |
| Debt |
| Finance leases | (125,738 | ) | (40,913 | ) | (166,651 | ) |
| Debts falling due within 1 year | (81,749 | ) | 39,625 | (42,124 | ) |
| Debts falling due after 1 year | (143,659 | ) | 32,354 | (111,305 | ) |
| (351,146 | ) | 31,066 | (320,080 | ) |
| Total | 163,402 | (18,522 | ) | 144,880 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Financial Statements |
| for the Year Ended 31 December 2024 |
| 1. | STATUTORY INFORMATION |
| Bamboo Mart UK Limited is a |
| The financial statements are presented in sterling which is the functional currency of the company and rounded to the nearest pound. |
| 2. | STATEMENT OF COMPLIANCE |
| These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. |
| 3. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| The financial statements have been prepared under the historical cost convention as modified by the recognition of certain financial assets and liabilities measured at fair value. |
| Basis of consolidation |
| The consolidated financial statements incorporate the financial statements of Bamboo Mart UK Limited and its subsidiary undertakings made up to the year end date. The group profit and loss accounts includes the results of the subsidiary undertakings for the period from the date of their acquisition and up to the date of disposal. |
| Turnover and profits arising on trading between group companies are excluded. |
| Significant judgements and estimates |
| The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities at the balance sheet date and the amounts reported for revenue and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. |
| Depreciation of fixed assets |
| Depreciation is provided so as to write down the assets to their residual values over their estimated useful lives as set out above. The selection of these residual values and estimated lives requires the exercise of management judgement. |
| Turnover |
| Turnover comprises the fair value of the consideration received or receivable for the sale of goods in the ordinary course of the company's activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts. |
| The company recognises revenue when: |
| The amount of revenue can be reliably measured; |
| it is probable that future economic benefits will flow to the entity; |
| and specific criteria have been met for each of the company's activities. |
| Goodwill |
| Goodwill arising on acquisition of subsidiaries undertakings is the difference between the fair value of the consideration paid and the fair value of the assets and liabilities acquired. Goodwill is capitalised and amortised through the profit and loss account over the directors' estimate of its useful economic life which ranges from 5 to 10 years. |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 3. | ACCOUNTING POLICIES - continued |
| Tangible fixed assets |
| Improvements to property | - |
| Plant and machinery | - |
| Fixtures and fittings | - |
| Motor vehicles | - |
| Computer equipment | - |
| Stocks |
| Stocks are valued at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase and other costs incurred in bringing stock to its present location and condition, including any import costs, duties and carriage. |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Hire purchase and leasing commitments |
| Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter. |
| The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability. |
| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
| Pension costs and other post-retirement benefits |
| The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 3. | ACCOUNTING POLICIES - continued |
| Financial instruments |
| The group has chosen to adopt sections 11 and 12 of FRS 102 in respect of financial instruments. |
| (i) Financial assets |
| Basic financial assets, including trade and other debtors, cash and bank balances and intra-group balances, 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 cost and amortised cost are assessed for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Income Statement. |
| For financial assets measured at amortised costs, the impairment loss is measured as the difference between the asset's carrying amount and the present value of the estimated cash flow discounted at the asset's original effective interest rate. |
| (ii) Financial liabilities |
| Basic financial liabilities, including trade and other creditors, bank overdraft, intra-group balances and hire purchase contracts, 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. |
| Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
| Cash and cash equivalents |
| Cash and cash equivalents includes cash in hand, deposits held at call with banks, and, if applicable, other short-term highly liquid investments with original maturities of three months or less. |
| 4. | TURNOVER |
| The total turnover of the company has been derived from its principal activity wholly undertaken in the UK. |
| 5. | EMPLOYEES AND DIRECTORS |
| Period |
| 30.12.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Wages and salaries | 2,126,037 | 423,550 |
| Social security costs | 144,717 | 24,817 |
| Other pension costs | 7,391 | - |
| 2,278,145 | 448,367 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 5. | EMPLOYEES AND DIRECTORS - continued |
| The average number of employees during the year was as follows: |
| Period |
| 30.12.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| Management and operations |
| The average number of employees by undertakings that were proportionately consolidated during the year was 66 (2023 - 48 ) . |
| Period |
| 30.12.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Directors' remuneration | - | - |
| No retirement benefits are accruing for any directors. |
| 6. | OPERATING (LOSS)/PROFIT |
| The operating loss (2023 - operating profit) is stated after charging/(crediting): |
| Period |
| 30.12.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Hire of plant and machinery | 33,351 | 6,759 |
| Depreciation - owned assets | 33,899 | 6,037 |
| Depreciation - assets on hire purchase contracts | 59,772 | 7,744 |
| Goodwill amortisation | 1,127,340 | 272,042 |
| Auditors' remuneration | 35,948 | 28,504 |
| Foreign exchange differences | 976 | (20,061 | ) |
| 7. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| Period |
| 30.12.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Loan interest payable | 39,735 | 697,111 |
| Invoice finance charges | 24,037 | 4,966 |
| Interest on overdue taxation | 10,785 | 951 |
| Hire purchase | 2,254 | 3,477 |
| 76,811 | 706,505 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 8. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the loss for the year was as follows: |
| Period |
| 30.12.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Current tax: |
| UK corporation tax | 21,411 | 183,494 |
| Deferred tax | 48,750 | 129,400 |
| Tax on (loss)/profit | 70,161 | 312,894 |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| Period |
| 30.12.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| (Loss)/profit before tax | (460,158 | ) | 330,745 |
| (Loss)/profit multiplied by the standard rate of corporation tax in the UK of 25 % (2023 - 25 %) |
(115,040 |
) |
82,686 |
| Effects of: |
| Expenses not deductible for tax purposes | 278,879 | - |
| Capital allowances in excess of depreciation | (128,590 | ) | - |
| Depreciation in excess of capital allowances | - | 18,834 |
| Utilisation of tax losses | (13,838 | ) | 81,974 |
| Deferred tax | 48,750 | 129,400 |
| Total tax charge | 70,161 | 312,894 |
| 9. | INDIVIDUAL INCOME STATEMENT |
| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 10. | INTANGIBLE FIXED ASSETS |
| Group |
| Goodwill |
| £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 | 11,273,809 |
| AMORTISATION |
| At 1 January 2024 | 272,042 |
| Amortisation for year | 1,127,340 |
| At 31 December 2024 | 1,399,382 |
| NET BOOK VALUE |
| At 31 December 2024 | 9,874,427 |
| At 31 December 2023 | 11,001,767 |
| 11. | TANGIBLE FIXED ASSETS |
| Group |
| Improvements | Fixtures |
| to | Plant and | and |
| property | machinery | fittings |
| £ | £ | £ |
| COST |
| At 1 January 2024 | 47,386 | 170,185 | 173,289 |
| Additions | 7,981 | 69,030 | 164,763 |
| At 31 December 2024 | 55,367 | 239,215 | 338,052 |
| DEPRECIATION |
| At 1 January 2024 | 47,386 | 170,185 | 154,728 |
| Charge for year | 839 | 2,569 | 12,996 |
| At 31 December 2024 | 48,225 | 172,754 | 167,724 |
| NET BOOK VALUE |
| At 31 December 2024 | 7,142 | 66,461 | 170,328 |
| At 31 December 2023 | - | - | 18,561 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 11. | TANGIBLE FIXED ASSETS - continued |
| Group |
| Motor | Computer |
| vehicles | equipment | Totals |
| £ | £ | £ |
| COST |
| At 1 January 2024 | 355,846 | 19,320 | 766,026 |
| Additions | 82,150 | 63,591 | 387,515 |
| At 31 December 2024 | 437,996 | 82,911 | 1,153,541 |
| DEPRECIATION |
| At 1 January 2024 | 112,777 | 3,186 | 488,262 |
| Charge for year | 68,889 | 8,378 | 93,671 |
| At 31 December 2024 | 181,666 | 11,564 | 581,933 |
| NET BOOK VALUE |
| At 31 December 2024 | 256,330 | 71,347 | 571,608 |
| At 31 December 2023 | 243,069 | 16,134 | 277,764 |
| Fixed assets, included in the above, which are held under hire purchase contracts are as follows: |
| Motor |
| vehicles |
| £ |
| COST |
| At 1 January 2024 | 226,837 |
| Additions | 82,150 |
| At 31 December 2024 | 308,987 |
| DEPRECIATION |
| At 1 January 2024 | 7,744 |
| Charge for year | 59,772 |
| At 31 December 2024 | 67,516 |
| NET BOOK VALUE |
| At 31 December 2024 | 241,471 |
| At 31 December 2023 | 219,093 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 12. | FIXED ASSET INVESTMENTS |
| Company |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
| Subsidiary |
| Name of company | Country of | Proportion of | Principal |
| incorporation | shares held | activity |
| Galalane Ltd | England & Wales | 75% | Holding company |
| Chuanglee Ltd* | England & Wales | 75% | Wholesale of Oriental foods |
| Chuanglee Cash & Carry Ltd* | England & Wales | 75% | Retail store of Oriental foods |
| Chuanglee MiniC Greenwich Ltd* | England & Wales | 75% | Retail store of Oriental foods |
| * Held by subsidiary undertakings |
| 13. | STOCKS |
| Group |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Finished goods | 3,211,767 | 2,131,537 |
| 14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group | Company |
| 31.12.24 | 31.12.23 | 31.12.24 | 31.12.23 |
| £ | £ | £ | £ |
| Trade debtors | 2,325,557 | 1,909,323 |
| Other debtors | 1,906 | 6,156 |
| Amount owed from related party | 70,000 | - | - | - |
| VAT | 97,949 | 34,406 |
| Called up share capital not paid | 100 | 100 |
| Prepayments and accrued income | 345,980 | 56,370 |
| 2,841,492 | 2,006,355 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group | Company |
| 31.12.24 | 31.12.23 | 31.12.24 | 31.12.23 |
| £ | £ | £ | £ |
| Bank loans and overdrafts (see note 17) | 27,238 | 25,131 |
| Other loans (see note 17) | 16,993 | 56,618 |
| Hire purchase contracts (see note 18) | 35,567 | 19,999 |
| Trade creditors | 2,735,125 | 1,859,749 |
| Amounts owed to group undertakings | 1,711,446 | 1,707,970 |
| Tax | 180,478 | 441,885 |
| Social security and other taxes | 186,372 | 96,825 |
| Other creditors | 159,074 | 48,870 |
| Amount owed to related party | 111,862 | - | - | - |
| Accruals and deferred income | 969,640 | 353,780 |
| 6,133,795 | 4,610,827 |
| 16. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| Group |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Bank loans (see note 17) | 12,808 | 36,022 |
| Other loans (see note 17) | 98,497 | 107,637 |
| Hire purchase contracts (see note 18) | 131,084 | 105,739 |
| 242,389 | 249,398 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 17. | LOANS |
| An analysis of the maturity of loans is given below: |
| Group |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Amounts falling due within one year or on | demand: |
| Bank overdrafts | 2,107 | - |
| Bank loans | 25,131 | 25,131 |
| Other loans | 16,993 | 56,618 |
| 44,231 | 81,749 |
| Amounts falling due between one and two | years: |
| Bank loans - 1-2 years | 12,808 | 25,131 |
| Other loans - 1-2 years | 18,132 | 24,000 |
| 30,940 | 49,131 |
| Amounts falling due between two and five | years: |
| Bank loans - 2-5 years | - | 10,891 |
| Other loans - 2-5 years | 80,365 | 83,637 |
| 80,365 | 94,528 |
| 18. | LEASING AGREEMENTS |
| Minimum lease payments fall due as follows: |
| Group |
| Hire purchase |
| contracts |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Net obligations repayable: |
| Within one year | 35,567 | 19,999 |
| Between one and five years | 131,084 | 105,739 |
| 166,651 | 125,738 |
| Group |
| Non-cancellable |
| operating leases |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Within one year | 766,730 | 766,730 |
| Between one and five years | 1,245,881 | 2,012,611 |
| 2,012,611 | 2,779,341 |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 19. | SECURED DEBTS |
| The following secured debts are included within creditors: |
| Group |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Hire purchase contracts | 166,651 | 125,738 |
| The confidential invoice discounting creditor included within other creditors totalling £118,459 (2023 - £34,155) is secured on the individual trade debtors to which it relates. |
| There is a cross guarantee between Galalane Limited and its subsidiaries undertakings. This is a fixed and floating charge over the undertaking and all assets present and future, including benefits of any licences. |
| Amounts owing on hire purchase contracts are secured on the individual assets to which they relate. |
| 20. | PROVISIONS FOR LIABILITIES |
| Group |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Deferred tax | 178,150 | 129,400 |
| Group |
| Deferred |
| tax |
| £ |
| Balance at 1 January 2024 | 129,400 |
| Provided during year | 48,750 |
| Balance at 31 December 2024 | 178,150 |
| 21. | CALLED UP SHARE CAPITAL |
| Allotted and issued: |
| Number: | Class: | Nominal | 31.12.24 | 31.12.23 |
| value: | £ | £ |
| Share capital 1 | £1 | 10,561,973 | 10,561,973 |
| 22. | RESERVES |
| Group |
| Retained |
| earnings |
| £ |
| At 1 January 2024 | (34,280 | ) |
| Deficit for the year | (675,565 | ) |
| At 31 December 2024 | (709,845 | ) |
| Bamboo Mart UK Limited (Registered number: 14562910) |
| Notes to the Consolidated Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 22. | RESERVES - continued |
| Company |
| Retained |
| earnings |
| £ |
| At 1 January 2024 |
| Deficit for the year | ( |
) |
| At 31 December 2024 |
| 23. | NON-CONTROLLING INTERESTS |
| Total |
| £ |
| At 1 January 2024 | 414,653 |
| Share of profit in the year | 145,246 |
| Balance at 31 December 2023 | 559,899 |
| 24. | RELATED PARTY DISCLOSURES |
| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
| Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
| 25. | ULTIMATE CONTROLLING PARTY |
| Mr. D Pathomvanich and Ms. P Chaichatchaval are considered to be the ultimate controlling parties by virtue of their ability to act in concert in respect of the financial and operating policies of the company. |
| The ultimate parent company is NR Instant Produce Public Company Limited, a company registered in Thailand (Largest group). |