REGISTERED NUMBER: 11255632 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

GARDEN KING LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Statement of Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11

DIRECTORS:

G G Ingram

Mrs C Ingram

REGISTERED OFFICE:

Woodlands Farm

Freasley

Tamworth

Staffordshire

B78 2EY

REGISTERED NUMBER:

11255632 (England and Wales)

AUDITORS:

Philip Barnes & Co Limited

Chartered Accountants

Statutory Auditors

The Old Council Chambers

Halford Street

Tamworth

Staffordshire

B79 7RB

The directors present their strategic report for the year ended 31 December 2024.

We aim to present a balanced and comprehensive review of the development and performance of our business during the year and its position at the year end. Our review is consistent with the size and non-complex nature of our business and is written in the context of the risks and uncertainties we face.

REVIEW OF BUSINESS

The company's main business continues to be that of a garden centre operating under the Garden King brand.

Our aim is to provide a destination location for our customers with our garden centre not only having a wide range of garden goods but also leisure activities in particular our restaurant promoting locally sourced produce, but also our leisure facilities which include softplay and Christmas grotto..

We continually review product lines to ensure that we meet these objectives and the demands of our customers. We consider that our key financial performance indicators are those that communicate the financial performance and strength of the company as a whole, these being turnover and gross and net profits.

2024

2023

£

£

Turnover

4,422,736

3,245,110

Gross Profit

2,455,912

1,513,442

Net Profit Before Tax

513,369

10,210

An analysis of turnover is shown in note 3, showing increases in all sales areas but particularly catering.

The company has achieved a significant increase in trading profits in 2024 and the directors believe that sales and profits will improve again in the coming year.

PRINCIPAL RISKS AND UNCERTAINTIES

We operate on a prudent, economic and risk averse basis as regards our trading relationships with our customers, suppliers and funders. There are external events that occur outside our control including the weather and the general economic climate, however we closely monitor these to mitigate their effect on the business.

ON BEHALF OF THE BOARD:

G G Ingram - Director

29 September 2025

The directors present their report with the financial statements of the company 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.

G G Ingram

Mrs C Ingram

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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 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;

-	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 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 company'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 company's auditors are aware of that information.

AUDITORS

The auditors are deemed to have been re-appointed in accordance with section 487 of the Companies Act 2006.

ON BEHALF OF THE BOARD:

G G Ingram - Director

29 September 2025

Opinion

We have audited the financial statements of Garden King Limited (the 'company') for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity and 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 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.

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 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.

Other information

The directors are responsible for the other information. The other information comprises the information in the 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 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 Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, 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 Statement of Directors' Responsibilities set out on page three, 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 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.

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:

non-compliance with laws and regulations, our procedures included the following:

- considering the nature of the industry and sector, control environment and business performance

- enquiring of management, including obtaining and reviewing supporting documentation, concerning the company's policies and procedures relating to:

- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

- the internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations;

- obtaining an understanding of the legal and regulatory frameworks that the company operates in, focusing on those laws and regulations that had a direct effect on the financial statements. The key laws and regulations we considered included the relevant provisions of the UK Companies Act, Financial Reporting Standards and accounting policies. In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate such as Food Standards Agency regulations.

Based upon this understanding we designed our audit procedures to identify non-compliance with such laws and regulations including:

- review of the financial statement disclosures to assess compliance with relevant laws and regulations having a direct impact on the financial statements

- enquiries of management concerning actual and potential ligation and claims

- testing journals and other adjustments; assessing judgements made in making accounting estimates and evaluating the business rationale of any significant unusual or unexpected transactions

We also communicated identified laws and regulations to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

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.

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.

Christopher Humphreys FCA (Senior Statutory Auditor)

for and on behalf of Philip Barnes & Co Limited

Chartered Accountants

Statutory Auditors

The Old Council Chambers

Halford Street

Tamworth

Staffordshire

B79 7RB

29 September 2025

TURNOVER

3

4,422,736

3,245,110

Cost of sales

1,966,824

1,731,668

GROSS PROFIT

2,455,912

1,513,442

Selling and distribution costs

1,169,501

836,241

Administrative expenses

698,450

659,903

1,867,951

1,496,144

587,961

17,298

Other operating income

34,629

40,953

OPERATING PROFIT

5

622,590

58,251

Interest receivable and similar income

2,192

-

624,782

58,251

Interest payable and similar expenses

6

111,413

48,041

PROFIT BEFORE TAXATION

513,369

10,210

Tax on profit

7

147,000

39,216

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

366,369

(29,006

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE YEAR

366,369

(29,006

)

FIXED ASSETS

Tangible assets

8

4,156,589

4,286,783

CURRENT ASSETS

Stocks

9

889,828

857,143

Debtors

10

112,936

117,536

Cash at bank and in hand

507,077

266,802

1,509,841

1,241,481

CREDITORS

Amounts falling due within one year

11

1,058,549

1,230,169

NET CURRENT ASSETS

451,292

11,312

TOTAL ASSETS LESS CURRENT LIABILITIES

4,607,881

4,298,095

CREDITORS

Amounts falling due after more than one year

12

(3,016,989

)

(3,052,572

)

PROVISIONS FOR LIABILITIES

15

(292,000

)

(313,000

)

NET ASSETS

1,298,892

932,523

CAPITAL AND RESERVES

Called up share capital

16

100

100

Retained earnings

17

1,298,792

932,423

SHAREHOLDERS' FUNDS

1,298,892

932,523

The financial statements were approved by the Board of Directors and authorised for issue on 29 September 2025 and were signed on its behalf by:

G G Ingram - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

100

961,429

961,529

Changes in equity

Total comprehensive loss

-

(29,006

)

(29,006

)

Balance at 31 December 2023

100

932,423

932,523

Changes in equity

Total comprehensive income

-

366,369

366,369

Balance at 31 December 2024

100

1,298,792

1,298,892

1.	STATUTORY INFORMATION

Garden King Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The company's parent undertaking Ingram Retailing Ltd, includes the company in it's consolidated financial statements, and these are available at its registered office Woodlands Farm, Freasley, Tamworth, Staffordshire, B78 2EY.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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. The financial statements have been prepared under the historical cost convention.

The significant accounting policies applied in the preparation of the financial statements are set out below. These policies have been consistently applied to all periods presented unless otherwise stated.

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows;

•

the requirement of paragraph 3.17(d);

•

the requirement of paragraph 33.7.

Related party exemption

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.

The company's parent undertaking Ingram Retailing Ltd, includes the company in it's consolidated financial statements, and these are available at its registered office Woodlands Farm, Freasley, Tamworth, Staffordshire, B78 2EY.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Fixtures and fittings

-

15% - 20% straight line

Motor vehicles

-

25% reducing balance

Stocks

Stocks are valued at lower of cost, and estimated selling price less costs to sell.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, 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.

Hire purchase and leasing commitments

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 company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2024

2023

£

£

Retail

2,824,283

2,445,392

Catering

1,139,942

436,439

Leisure activities

458,511

363,279

4,422,736

3,245,110

4.

EMPLOYEES

2024

2023

£

£

Wages and salaries

1,096,488

775,285

Social security costs

67,315

44,816

Other pension costs

24,934

15,230

1,188,737

835,331

The average number of employees during the year was as follows:

2024

2023

Administration and management

2

2

Operating staff

79

62

81

64

2024

2023

£

£

Directors' remuneration

-

-

5.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

2024

2023

£

£

Hire of plant and machinery

1,587

3,371

Depreciation - owned assets

295,896

215,311

Loss/(profit) on disposal of fixed assets

374

(1,418

)

Auditors' remuneration

5,000

3,800

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2024

2023

£

£

Bank loan interest

111,413

48,154

Hire purchase

-

(113

)

111,413

48,041

7.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2024

2023

£

£

Current tax:

UK corporation tax

168,000

-

Prior year adjustments

-

216

Group relief

-

(207,000

)

Total current tax

168,000

(206,784

)

Deferred tax

(21,000

)

246,000

Tax on profit

147,000

39,216

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:

2024

2023

£

£

Profit before tax

513,369

10,210

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 25%)

128,342

2,553

Effects of:

Depreciation in excess of capital allowances

18,305

21,591

Adjustments to tax charge in respect of previous periods

353

15,072

Total tax charge

147,000

39,216

8.	TANGIBLE FIXED ASSETS

Fixtures

Freehold

and

Motor

property

fittings

vehicles

Totals

£

£

£

£

COST

At 1 January 2024

4,073,419

643,847

13,368

4,730,634

Additions

109,712

56,363

-

166,075

Disposals

-

(43,556

)

-

(43,556

)

At 31 December 2024

4,183,131

656,654

13,368

4,853,153

DEPRECIATION

At 1 January 2024

298,213

135,477

10,161

443,851

Charge for year

169,886

125,208

802

295,896

Eliminated on disposal

-

(43,183

)

-

(43,183

)

At 31 December 2024

468,099

217,502

10,963

696,564

NET BOOK VALUE

At 31 December 2024

3,715,032

439,152

2,405

4,156,589

At 31 December 2023

3,775,206

508,370

3,207

4,286,783

Included in cost of land and buildings is freehold land of £ 315,680 (2023 - £ 315,680 ) which is not depreciated.

9.

STOCKS

2024

2023

£

£

Stocks

889,828

857,143

10.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade debtors

1,360

7,218

Amounts owed by group undertakings

87,256

85,697

Other debtors

966

951

Prepayments and accrued income

23,354

23,670

112,936

117,536

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Bank loans and overdrafts (see note 13)

34,109

36,864

Trade creditors

224,888

271,775

Amounts owed to group undertakings

437,923

741,829

Tax

168,000

-

Social security and other taxes

185,129

163,040

Accruals and deferred income

8,500

16,661

1,058,549

1,230,169

12.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

£

£

Bank loans (see note 13)

1,516,989

1,552,572

Amounts owed to group undertakings

1,500,000

1,500,000

3,016,989

3,052,572

13.

LOANS

An analysis of the maturity of loans is given below:

2024

2023

£

£

Amounts falling due within one year or on demand:

Bank loans

34,109

36,864

Amounts falling due between one and two years:

Bank loans

36,666

39,627

Amounts falling due between two and five years:

Bank loans

100,360

137,611

Amounts falling due in more than five years:

Repayable by instalments

Bank loans

1,379,963

1,375,334

14.	SECURED DEBTS

The following secured debts are included within creditors:

2024

2023

£

£

Bank loans

1,551,098

1,589,436

National Westminster Bank debt holds a specific legal charge over freehold property, together with fixed and floating charges on other present and future assets.

15.	PROVISIONS FOR LIABILITIES

2024

2023

£

£

Deferred tax

292,000

313,000

Deferred

tax

£

Balance at 1 January 2024

313,000

Accelerated capital allowance

(21,000

)

Balance at 31 December 2024

292,000

The amount of net reversal of deferred tax expected to occur next year is £52,000 (2023 - £21,000), relating to the reversal of existing timing differences on tangible fixed assets.

16.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

100

Ordinary

£1

100

100

17.

RESERVES

Retained

earnings

£

At 1 January 2024

932,423

Profit for the year

366,369

At 31 December 2024

1,298,792

18.	ULTIMATE PARENT COMPANY

The company's immediate and ultimate parent company is Ingram Retailing Ltd, a company registered in England and Wales.

19.	SECURITIES AND GUARANTEES

The Ingram Retailing Group companies (excluding Every Occasion Ltd) and the Planters Brookfields Group companies are party to limited corporate guarantees in favour of the National Westminster Bank in respect of the following Companies:

Ingram Retailing Ltd

- parent company

8.50m

Planters Brookfields Holdings Ltd

- associated company

5.91m

Planters Bretby Ltd

- fellow subsidiary

1.30m

Planters Garden Centre Ltd

- fellow subsidiary

3.03m

Garden King Ltd

1.53m

Ingram Retailing Ltd and Planters Brookfields Holdings Ltd have a common controlling party.

20.	ULTIMATE CONTROLLING PARTY

The ultimate controlling party is G G Ingram.