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Registered number: 12374001










AVF GLOBAL LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

 
AVF GLOBAL LIMITED
 

CONTENTS



Page
Group strategic report
 
1 - 3
Directors' report
 
4 - 6
Independent auditor's report
 
7 - 10
Consolidated statement of comprehensive income
 
11
Consolidated statement of financial position
 
12
Company statement of financial position
 
13
Consolidated statement of changes in equity
 
14
Company statement of changes in equity
 
15
Consolidated statement of cash flows
 
16
Consolidated analysis of net debt
 
17
Notes to the financial statements
 
18 - 37

 
AVF GLOBAL LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction
 
The directors present their report and the financial statements for the year ended 31 December 2024.

Business review
 
Sales of £12.2m increased by £1.3m or 11.7% from 2023. This increase in sales along with stability of costs and focused strategies has increased the results and profitability of the business in 2024 and into 2025.

Principal risks and uncertainties
 
The market continues to be highly competitive and the group manages this risk through significant investment in new product development and marketing initiatives.
The operations of the group expose it to a variety of financial risks including the effects of changes in foreign currency exchange rates, credit risk and liquidity risk.
The principal financial instruments of the group comprise Sterling, US Dollar, Euro and Canadian Dollar cash and bank accounts, bank overdrafts and loans together with trade debtors and trade creditors that arise directly from its operations.
The main risks arising from the financial instruments of the group can be analysed as follows:
Foreign currency risk
The group is exposed in its trading operations to the risk of changes in foreign currency exchange rates. The group both buys and sells goods globally which therefore gives a natural hedge to an extent. The Board has also adopted a foreign exchange strategy to reduce the impact of foreign exchange rates movements as appropriate. The main foreign currencies in which the group operates are the US Dollar, Canadian Dollar and the Euro. The group has US-based subsidiaries which can affect the Sterling group Balance Sheet, as a result of the movements in the Sterling to Dollar exchange rates.
Credit risk
The principal financial assets of the group are bank balances, cash and trade debtors, which represent the group’s maximum exposure to credit risk in relation to financial assets.
Credit risk is managed by monitoring the aggregate amount and duration of exposure to any one customer depending upon their credit rating.
In addition, the group takes out credit insurances for customers, where possible, and subject to the terms and conditions of the insurer.
 
Page 1

 
AVF GLOBAL LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Liquidity risk
The group’s policy had been to ensure continuity of funding through arranging funding for operations via medium term bank loans and over-draft facilities to aid short-term flexibility.
Cashflow interest risk
Interest bearing assets comprise cash and bank deposits, all of which earn interest at market rate. The directors monitor the overall level of borrowings and interest costs to limit any adverse effects on financial performance of the Company.

Going concern
The Group has seen an improvement in its financial position during 2024. In summer 2024 the business refinanced with a new lender through a debtor based three-year facility. The Board are pleased with this new relationship, which has been both positive and supportive. Management have prepared forecasts through to the end of 2026 which indicate that the business will continue to operate within agreed facilities over that period.
The Group’s business activities, together with the factors likely to affect its future development, performance and position, are set out in the Strategic Report. The forecasts and projections, taking account of the recent improvements, indicate that the Group should be able to operate within the level of its current facility for at least 12 months from the date of signing these financial statements. In addition, after the year-end, BestQI Innovation Technology Co. made a strategic investment in the Group, further strengthening the Group’s position. Accordingly, the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future, and the financial statements have been prepared on a going concern basis.


Financial key performance indicators
 

                     2024               2023
Operating margin %                                          -0.57              -2.87
Turnover by employee £                        313,769           280,872
Working capital as a % of turnover               1.47               3.56
Notes to key performance indicators
Operating profit margin % = operating profit before impairment loss as a percentage of turnover. AVF Global Limited aims to increase operating profit margins and measures performance against this objective by measuring operating profit margins %. Source data is taken from the audited financial statements. 
Turnover per employee = turnover divided by the average monthly number of employees in the year. AVF Global Limited aims to increase value added by employees and uses turnover by employee to measure this. Source data is taken from the audited financial statements. 
Working capital % turnover = year end operating working capital as a percentage of turnover. AVF Global Limited aims to minimise working capital as a % of turnover to facilitate cash management. Source data is taken from the audited financial statements. Operating working capital comprises stock, debtors and creditors excluding corporation tax, deferred tax and other taxes and social security.
 

Page 2

 
AVF GLOBAL LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Other key performance indicators
 
Environmental matters
The Group seeks to maintain the highest standards, being aware of social and environmental responsibilities. 
Employee matters
The Group is committed to promoting policies to ensure that employees and those who seek to work for the group are treated equally regardless of sex, marital status, age, creed, colour, race or ethnic origin. 
The Group gives full and fair consideration to applications for employment received from people with disabilities, having regard to their particular aptitudes and abilities. If employees become disabled, every effort is made to ensure that their employment continues, and training or re-training is arranged and career development and promotion offered whenever practicable. The Group’s policy is to provide equal opportunities to entire staff on the basis of objective criteria and personal merit.
The Group believes in promoting the fullest involvement of employees in their work to gain their maximum understanding of and commitment to, the Group’s objectives. This is achieved through regular meetings and
an open management style that encourages participation and recognises effort.


This report was approved by the board on 29 September 2025 and signed on its behalf.



S J West
Director
Page 3

 
AVF GLOBAL LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their report and the financial statements for the year ended 31 December 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under Company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and 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 for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Principal activity

The Company was incorporated and commenced trading on 20 December 2019. These financial statements are prepared for the year ended 31 December 2024, the comparatives are for the year ended 31 December 2023.
The Company acquired the group headed by AVF Holdings Limited on 16 January 2020.
The principal activity of the Group is a highly innovative designer and supplier of accessories focused on home
entertainment support systems.
The principal activity of the Company is that of a holding Company.

Results and dividends

The loss for the year, after taxation, amounted to £321,000 (2023 - loss £550,000).

The directors do not recommend the payment of a dividend.
Page 4

 
AVF GLOBAL LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


Directors

The directors who served during the year were:

D A Gallimore (resigned 16 June 2025)
S J West 
A M Keenan (resigned 16 June 2025)
A J Burns (resigned 16 June 2025)
J R McCreath (resigned 16 June 2025)
S D Ward (resigned 16 June 2025)
D I Godfrey (resigned 16 June 2025)
Y Lyu (appointed 16 June 2025)
G Sun (appointed 16 June 2025)
M Xie (appointed 16 June 2025)

Matters covered in the Group strategic report

Business review, principal risks and uncertainties facing the company, key performance indicators, discussion of employee matters and discussion of environmental matters that have been included within the Strategic Report.

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.

Post balance sheet events

On 16 June 2025, the company was acquired by BestQi Innovation Technology Co, a company incorporated in Hong Kong. The acquisition was completed through the purchase of 76.32% of the issued share capital of the company. As a result, BestQi Innovation Technology Co became the company’s ultimate parent undertaking from that date.
This event occurred after the balance sheet date and, therefore, has not been reflected in the financial statements for the year ended 31 December 2024. The directors do not consider this event to have a material impact on the company’s financial position as at the balance sheet date.
Page 5

 
AVF GLOBAL LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


Auditor

The auditor, MHApreviously traded through the legal entity MacIntyre Hudson LLP. In response to regulatory changes, MacIntyre Hudson LLP ceased to hold an audit registration with the engagement transitioning to MHA Audit Services LLP. MHA will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 29 September 2025 and signed on its behalf.
 





S J West
Director
Page 6

 
AVF GLOBAL LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AVF GLOBAL LIMITED
 

Opinion


We have audited the financial statements of AVF Global Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024, which comprise the Consolidated Statement of comprehensive income, the Consolidated and Company Statements of financial position, the Consolidated and Company Statement of changes in equity, the Consolidated Statement of cash flows and the related notes, including significant accounting policiesThe 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's 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 Auditor 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 United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


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 or 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.


Page 7

 
AVF GLOBAL LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AVF GLOBAL LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's report thereon. The directors are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion 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 Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

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 Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept 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 Directors' responsibilities statement set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the 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.


Page 8

 
AVF GLOBAL LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AVF GLOBAL LIMITED (CONTINUED)


Auditor responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Enquiry of management and those charged with governance around actual and potential litigation and claims;
A review of legal and professional expense nominal accounts for any indications of non-compliance with laws and regulations;
Peforming audit work over the risk of management override of controls, including testing of large and otherwise unusual journal entries and other adjustments for appropriateness;
Reviewing minutes of meetings of those charged with governance;and
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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 Auditor's report.
Page 9

 
AVF GLOBAL LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AVF GLOBAL LIMITED (CONTINUED)


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 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Martin Ramsey BSc (Hons) FCCA (Senior statutory auditor)
for and on behalf of
MHA (Statutory auditors)
Birmingham, United Kingdom

29 September 2025
MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542)
Page 10

 
AVF GLOBAL LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
Note
£000
£000

  

Turnover
 4 
12,237
10,954

Change in stocks of finished goods
  
24
(1,402)

Other operating income
 5 
120
112

Raw materials and consumables
  
(7,277)
(4,940)

Other external charges
  
(3,188)
(3,064)

Staff costs
  
(1,827)
(1,787)

Depreciation and amortisation
  
(149)
(150)

Operating loss
 6 
(60)
(277)

Interest receivable and similar income
 10 
1
2

Interest payable and similar expenses
 11 
(262)
(241)

Loss before tax
  
(321)
(516)

Tax on loss
  
-
(34)

Loss for the financial year
  
(321)
(550)

  

Currency translation differences
  
31
(138)

Other comprehensive income for the year
  
31
(138)

Total comprehensive income for the year
  
(290)
(688)

(Loss) for the year attributable to:
  

Owners of the parent Company
  
(321)
(550)

The notes on pages 18 to 37 form part of these financial statements.
Page 11

 
AVF GLOBAL LIMITED
REGISTERED NUMBER: 12374001

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

2024
2023
Note
£000
£000

Fixed assets
  

Intangible assets
 13 
532
675

Tangible assets
 14 
2
8

  
534
683

Current assets
  

Stocks
 16 
2,734
2,687

Debtors: amounts falling due within one year
 17 
2,714
1,630

Cash at bank and in hand
 18 
278
194

  
5,726
4,511

Creditors: amounts falling due within one year
 19 
(5,559)
(4,312)

Net current assets
  
 
 
167
 
 
199

Total assets less current liabilities
  
701
882

Creditors: amounts falling due after more than one year
 20 
(2,644)
(2,555)

Provisions for liabilities
  

Other provisions
 22 
(625)
(605)

Net liabilities
  
(2,568)
(2,278)


Capital and reserves
  

Called up share capital 
 23 
48
48

Share premium account
 24 
7
7

Foreign exchange reserve
 24 
117
86

Merger reserve
 24 
60
60

Profit and loss account
 24 
(2,800)
(2,479)

  
(2,568)
(2,278)


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 September 2025.


S J West
Director

The notes on pages 18 to 37 form part of these financial statements.
Page 12

 
AVF GLOBAL LIMITED
REGISTERED NUMBER: 12374001

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

2024
2023
Note
£000
£000

Fixed assets
  

Investments
 15 
4,820
4,820

  

Creditors: amounts falling due within one year
 19 
(2,519)
(2,516)

Net current liabilities
  
 
 
(2,519)
 
 
(2,516)

Total assets less current liabilities
  
2,301
2,304

  

Creditors: amounts falling due after more than one year
 20 
(2,644)
(2,555)

  

Net liabilities
  
(343)
(251)


Capital and reserves
  

Called up share capital 
 23 
48
48

Share premium account
 24 
7
7

Merger reserve
 24 
60
60

Profit and loss account
 24 
(458)
(366)

  
(343)
(251)


The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.
The loss after tax of the parent Company for the year was £92,000 (2023: £123,000).
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 September 2025.


S J West
Director

The notes on pages 18 to 37 form part of these financial statements.
Page 13
 

 
AVF GLOBAL LIMITED


 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024



Called up share capital
Share premium account
Foreign exchange reserve
Merger reserve
Profit and loss account
Total equity


£000
£
£000
£000
£000
£000



At 1 January 2023
48
7
224
60
(1,929)
(1,590)





Loss for the year
-
-
-
-
(550)
(550)


Currency translation differences
-
-
(138)
-
-
(138)





At 1 January 2024
48
7
86
60
(2,479)
(2,278)





Loss for the year
-
-
-
-
(321)
(321)


Currency translation differences
-
-
31
-
-
31



At 31 December 2024
48
7
117
60
(2,800)
(2,568)



The notes on pages 18 to 37 form part of these financial statements.
Page 14

 

 
AVF GLOBAL LIMITED


 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024



Called up share capital
Share premium account
Merger reserve
Profit and loss account
Total equity


£000
£
£000
£000
£000



At 1 January 2023
48
7
60
(243)
(128)





Loss for the year
-
-
-
(123)
(123)





At 1 January 2024
48
7
60
(366)
(251)





Loss for the year
-
-
-
(92)
(92)



At 31 December 2024
48
7
60
(458)
(343)



The notes on pages 18 to 37 form part of these financial statements.
Page 15
 
AVF GLOBAL LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
£000
£000

Cash flows from operating activities

Loss for the financial year
(321)
(550)

Adjustments for:

Amortisation of intangible assets
143
143

Depreciation of tangible assets
6
6

Interest paid
262
241

Interest received
(1)
(2)

Taxation charge
-
34

(Increase)/decrease in stocks
(47)
1,500

(Increase)/decrease in debtors
(1,079)
577

Increase/(decrease) in creditors
782
(445)

Increase in provisions
20
20

Corporation tax received/(paid)
-
(77)

Net cash (used in) / generated from operating activities

(235)
1,447


Cash flows from investing activities

Interest received
1
2

Net cash from investing activities

1
2

Cash flows from financing activities

New secured loans
260
-

Repayment of loans
-
(182)

Interest paid
(262)
(241)

Movement of asset based lending facility
289
(1,037)

Net cash generated from / (used in) financing activities
287
(1,460)

Net increase/(decrease) in cash and cash equivalents
53
(11)

Cash and cash equivalents at beginning of year
194
343

Foreign exchange reserve
31
(138)

Cash and cash equivalents at the end of year
278
194


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
278
194


The notes on pages 18 to 37 form part of these financial statements.

Page 16

 
AVF GLOBAL LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2024




At 1 January 2024
Cash flows
At 31 December 2024
£000

£000

£000

Cash at bank and in hand

194

84

278

Debt due within 1 year

-

(260)

(260)


194
(176)
18

The notes on pages 18 to 37 form part of these financial statements.
Page 17

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

AVF Global Limited is a Company limited by shares and incorporated in England and Wales. Its registered office is located at Road 30, Hortonwood, Telford, Shropshire, TF1 7YE.
The principal activity of the Group is as a highly innovative designer and supplier of accessories focused on home entertainment support systems. The principal activity of the Company is that of a holding Company.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.3

Going concern

The Group has seen an improvement in its financial position during 2024. In summer 2024 the business refinanced with a new lender through a debtor based three-year facility. The Board are pleased with this new relationship, which has been both positive and supportive. Management have prepared forecasts through to the end of 2026 which indicate that the business will continue to operate within agreed facilities over that period.

The Group’s business activities, together with the factors likely to affect its future development, performance and position, are set out in the Strategic Report. The forecasts and projections, taking account of the recent improvements, indicate that the Group should be able to operate within the level of its current facility for at least 12 months from the date of signing these financial statements. In addition, after the year-end, BestQI Innovation Technology Co. made a strategic investment in the Group, further strengthening the Group’s position. Accordingly, the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future, and the financial statements have been prepared on a going concern basis.

Page 18

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Customer rebates are recognised in the period to which they relate. In line with the requirements of FRS 102, early settlement or volume rebates are deducted from revenue. Other specific rebates such as marketing support rebates are included within other external charges.

 
2.5

Intangible assets

Goodwill
Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight line basis to the Consolidated statement of comprehensive income over its useful economic life of 10 years.
Other intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
Computer software is amortised over its expected useful life of 5 years.

Page 19

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.6

Tangible fixed assets

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.

The Group adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the Group. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Plant and machinery
-
8% to 25%
Fixtures and fittings
-
8% to 25%
Computer equipment
-
8% to 25%
Other fixed assets
-
8% to 25%

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.

 
2.7

Operating leases: the Group as lessee

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, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.8

Operating leases: the Group as lessor

Rental income from operating leases is credited to profit or loss on a straight-line basis over the lease term.

Amounts paid and payable as an incentive to sign an operating lease are recognised as a reduction to income over the lease term on a straight-line basis, unless another systematic basis is representative of the time pattern over which the lessor's benefit from the leased asset is diminished.

 
2.9

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 20

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.10

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

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.

 
2.11

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.12

Cash and cash equivalents

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.

 
2.13

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

Financial instruments are recognised in the Group's Statement of financial position when the Group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with 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.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets
Page 21

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.13
Financial instruments (continued)


Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

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 profit or loss. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the
Page 22

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.13
Financial instruments (continued)

derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.

 
2.14

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 23

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.15

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

 
2.16

Finance costs

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.

 
2.17

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Group in independently administered funds.

Page 24

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.18

Interest income

Interest income is recognised in profit or loss using the effective interest method.

  
2.19

Provisions for liabilities

Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are changed to the provision carried in the Statement of Financial Position.

 
2.20

Current and deferred taxation

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 and the Group operate and generate 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;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

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.


 
2.21

Research and development

Expenditure for research and development is written off in the year in which it is incurred.

Page 25

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgments and
estimates.
There are no key judgments concerning the future, or other key sources of estimation uncertainty at the
reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of
assets and liabilities within the next financial year.


4.


Turnover

All turnover is attributable to the Group's principal activity.
The analysis of turnover by geographic area has been omitted on the grounds that the directors believe this would be seriously prejudicial to the interest of the Group.


5.


Other operating income

2024
2023
£000
£000

Net rents receivable
120
112



6.


Operating loss

The operating loss is stated after charging:

2024
2023
£000
£000

Exchange differences
54
(147)

Other operating lease rentals
223
225

Share-based payment
6
6

Amortisation of intangible assets
143
143

Page 26

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

7.


Auditor's remuneration

During the year, the Group obtained the following services from the Company's auditor:


2024
2023
£
£

Fees payable to the Group's auditor for the audit of the Group's annual financial statements
36
32

Fees payable to the Company's auditor in respect of:

Accounts preparation
8
2

Taxation and  compliance services
6
5

R&D
6
5


8.


Employees

Staff costs were as follows:


Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000


Wages and salaries
1,487
1,444
-
-

Social security costs
145
142
-
-

Cost of defined contribution scheme
195
201
-
-

1,827
1,787
-
-


The average monthly number of employees, including the directors, during the year was as follows:



Group
Group
Company
Company
        2024
        2023
        2024
        2023
            No.
            No.
            No.
            No.









Employees
39
39
7
7

Page 27

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

9.


Directors' remuneration

2024
2023
£000
£

Directors' emoluments
497
550

Group contributions to defined contribution pension schemes
128
133

625
683


During the year retirement benefits were accruing to 7 directors (2023: 6) in respect of defined contribution pension schemes.
The highest paid director received salary, fees and bonuses of £131,000 (2023: £97,000), pension contributions of £15,000 (2023: £28,000) and benefits in kind of £2,000 (2023: £2,000).
The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £15,000 (2023: £28,000).
Key management personnel includes all Directors of the Group who together have authority and responsibility for planning, directing and controlling the activities of the Group. The total compensation paid to key management personnel for services provided to the Group is disclosed above.


10.


Interest receivable

2024
2023
£000
£000


Other interest receivable
1
2


11.


Interest payable and similar expenses

2024
2023
£000
£000


Bank interest payable
262
235

Other loan interest payable
-
6

262
241

Page 28

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

12.


Taxation


2024
2023
£000
£000

Corporation tax


Current tax on profits for the year
-
34


-
34


Total current tax
-
34

Deferred tax

Total deferred tax
-
-


Tax on loss
-
34

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2023 - lower than) the standard rate of corporation tax in the UK of 25% (2023 - 25%). The differences are explained below:

2024
2023
£000
£000


Loss on ordinary activities before tax
(321)
(516)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 25%)
(80)
(129)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
29
2

Adjustments to tax charge in respect of prior periods
10
-

Other timing differences leading to an increase (decrease) in taxation
36
1

Deferred tax not recognised
5
128

Unrelieved tax losses carried forward
-
32

Total tax charge for the year
-
34


Factors that may affect future tax charges

In the spring budget 2021, the UK Government announced that the UK corporation tax rate would increase to 25% with effect from 1 April 2023, the effects of which are immaterial in the current period. 

Page 29

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

13.


Intangible assets

Group





Computer software
Goodwill
Total

£000
£000
£000



Cost


At 1 January 2024
192
1,050
1,242



At 31 December 2024

192
1,050
1,242



Amortisation


At 1 January 2024
152
415
567


Charge for the year on owned assets
38
105
143



At 31 December 2024

190
520
710



Net book value



At 31 December 2024
2
530
532



At 31 December 2023
40
635
675



Page 30

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

14.


Tangible fixed assets

Group






Fixtures and fittings
Computer equipment
Total

£000
£000
£000



Cost


At 1 January 2024
4
28
32



At 31 December 2024

4
28
32



Depreciation


At 1 January 2024
4
20
24


Charge for the year on owned assets
-
6
6



At 31 December 2024

4
26
30



Net book value



At 31 December 2024
-
2
2



At 31 December 2023
-
8
8

Page 31

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

15.


Fixed asset investments

Company





Investments in subsidiary companies

£000



Cost


At 1 January 2024
4,820



At 31 December 2024
4,820





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Holding

AVF Holdings Limited
England
Holding Company
100%
AVF Property Holdings Limited
England
Investment Company
100%
AVF Group Limited
England
Design, selling, marketing and distribution of quality audio and vision equipment supports
100%
AVF Group Inc
USA
Design, selling, marketing and distribution of quality audio and vision equipment supports
100%
TV Furniture Direct Limited
England
Dormant Company
100%

AVF Group Inc is incorporated in the United States of America. The principal place of business is 2775 Broadway Buffalo, New York 14227, USA.
The registered office of all UK subsidiaries is Road 30, Hortonwood, Telford, Shropshire, TF1 7YE.

Page 32

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

16.


Stocks

Group
Group
2024
2023
£000
£000

Finished goods and goods for resale
2,734
2,687


An impairment charge of £8,000 (2023: £55,524) was recognised in cost of sales against stock during the year due to slow-moving and obsolete stock.


17.


Debtors

Group
Group
2024
2023
£000
£000


Trade debtors
2,334
1,273

Prepayments and accrued income
220
202

Corporation tax
42
37

Deferred taxation
118
118

2,714
1,630


A Bad Debt charge of £1,000 (2023: £12,032) was recognised in the year against bad debt reserves inn the trade debtors.


18.


Cash and cash equivalents

Group
Group
2024
2023
£000
£000

Cash at bank and in hand
278
194


Included within cash at bank is £21k (2023: £30k) of restricted cash in respect of a HMRC Duty Deferment Guarantee Facility.

Page 33

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

19.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Bank loans
260
-
-
-

Trade creditors
2,866
2,133
-
-

Amounts owed to group undertakings
-
-
2,519
2,516

Other taxation and social security
199
310
-
-

Proceeds of factored debts
1,206
918
-
-

Accruals and deferred income
1,028
951
-
-

5,559
4,312
2,519
2,516


Amounts owed to group undertakings bear interest between 0% and 3% and are repayable on demand.


20.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Deferred consideration
2,644
2,555
2,644
2,555


The deferred consideration is unsecured, interest free and payable in 7 equal annual instalments commencing January 2021. Interest accrues on unpaid amounts at a rate of 5%.

Page 34

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

21.


Deferred taxation


Group



2024
2023


£000

£






At beginning of year
118
157


Charged to profit or loss
-
(39)



At end of year
118
118

Company


2024
2023






At end of year
-
-
The deferred tax asset is made up as follows:

Group
Group
2024
2023
£000
£000

Fixed asset timing differences
118
155

Short term timing differences
-
(37)

118
118


22.


Provisions


Group



Dilapidation provision

£000





At 1 January 2024
605


Charged to profit or loss
20



At 31 December 2024
625

The provision relates to potential property dilapidation obligations under a commercial lease.

Page 35

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

23.


Share capital

2024
2023
£000
£000
Allotted, called up and fully paid



48,000 (2023 - 48,000) Ordinary shares of £1.00 each
48
48



24.


Reserves

Share premium account

The share premium balance represents the equity contribution received above the nominal value of the
shares issued.

Foreign exchange reserve

Comprises translation differences arising from the translation of financial statements of the Group's foreign entities into sterling (£).

Merger Reserve

Share issued in acquiring 100% owned subsidiaries have been recognised at fair value with the uplift above par value being recognised as a merger reserve.

Profit and loss account

Includes all current and prior period retained profits and losses.


25.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £195,000 (2023: £201,000). Contributions totalling £16,705 (2023: £35,886) were payable to the fund at the reporting date and are included in creditors.

Page 36

 
AVF GLOBAL LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

26.


Commitments under operating leases

At 31 December 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2024
2023
£000
£000

Not later than 1 year
249,110
244,710

Later than 1 year and not later than 5 years
633,272
870,933

882,382
1,115,643


27.


Related party transactions

The Group has taken advantage of the exemption allowed by FRS 102 not to disclose transactions and balances between wholly-owned members of the Group.


28.


Controlling party

The Group’s ultimate controlling party is BestQi Innovation Technology Co, a company incorporated in Hong Kong. 


29.


Post balance sheet event

On 16 June 2025, BestQi Innovation Technology Co., a company incorporated in Hong Kong, made a strategic investment in AVF Global Limited by subscribing newly issued ordinary shares. As a result of this share issuance, it holds a 76.32% equity interest in AVF Global Limited and became the company’s ultimate parent undertaking from that date.
This transaction occurred after the balance sheet date and has not been reflected in the financial statements for the year ended 31 December 2024. The directors have assessed the impact of this event and concluded that it does not have a material effect on the company’s financial position as at the balance sheet date.

Page 37