Company Registration No. 00397155 (England and Wales)
Luxury Fabrics Limited
Annual report and financial statements
for the year ended 31 December 2024
Luxury Fabrics Limited
Company information
Directors
Andrew Seal
Jeremy Seal
David Gallimore
Matthew Simpson
Company number
00397155
Registered office
Ladywell Mills
Hall Lane
Bradford
West Yorkshire
BD4 7DF
Independent auditor
Saffery LLP
10 Wellington Place
Leeds
LS1 4AP
Luxury Fabrics Limited
Contents
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Profit and loss account
9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Notes to the financial statements
13 - 23
Luxury Fabrics Limited
Strategic report
For the year ended 31 December 2024
1
The directors present the strategic report for the year ended 31 December 2024.
Business Model
The Company is funded primarily by externally provided debt finance in the form of asset-based lending. The Company trades globally and specialises in high quality, luxury products. The Company benefits from a long-standing presence in its markets and a reputation for quality products, it generates repeat business through the provision of best in class customer service and response. Customers and suppliers are geographically diversified and have been built up over many years of trading in these varied markets.
Key Performance Indicators
The Directors use a number of key indicators as part of a much wider reporting framework that enables them to understand the development, performance and position of the business. These include, but are not limited to turnover, gross profit and net cash flow as found in the primary statements and these are measured on a monthly basis.
Risks and Uncertainties
The business is subject to the same world economic performance and political issues as in previous years. The key business risks and uncertainties affecting the Company are considered to relate to the following :-
Supply chain risks - The Company has built up extensive supplier contacts over the years it has been trading and these allow a rapid response to changing market conditions. The Company continually monitors and evaluates its supply chain and market to ensure consistency, quality and best prices. In addition, new and alternative sources of supply are constantly sought to further protect the supply chain. As a key USP the Company holds stocks of product ready to meet customer's short-term needs.
Currency risks - The Company uses asset-based lending as part of its financing, and this allows for an element of self-hedging with both customer balances and the associated borrowings being denominated in the same foreign currencies. Management regularly review the currency markets and use forward foreign exchange contracts to manage risks where they think it is appropriate.
The Directors remain confident that the day-to-day approach to the business, in the company and the wider group put both in a good position to trade through the above uncertainties and any other unrelated issues that may arise.
The Company continues to benefit from committed bank facilities, a prudent management approach and the underlying strength of a portfolio of high - quality brands as well as a broad and diversified supplier and customer base. The Directors will continue to manage the Company with its long - term success in mind.
Post balance sheet events
On 31 July 2025 and as part of the transitioning of the Group’s banking facilities to a new provider, SIL Holdings Limited acquired the assets and trade of Luxury Fabrics Limited. The business will continue to operate as a division of SIL Holdings Limited and will be operationally unaffected by this transaction.
Luxury Fabrics Limited
Strategic report (continued)
For the year ended 31 December 2024
2
Jeremy Seal
Director
30 September 2025
Luxury Fabrics Limited
Directors' report
For the year ended 31 December 2024
3
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The principal activity of the company continued to be that of the sale and distribution of fine worsted and mohair fabrics.
Results and dividends
The results for the year are set out on page 9.
Ordinary dividends were paid amounting to £nil (2023: £500,000). The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Andrew Seal
Jeremy Seal
David Gallimore
Matthew Simpson
Financial instruments
The company uses credit insurance and has a robust credit management system. The company operates in multiple foreign currencies, however the directors note that the exchange rate is naturally hedged due to the asset backed nature of its funding, given that borrowings are drawn in the underlying currency of the assets held. Where appropriate the company also use foreign exchange contracts and derivatives.
Future developments
The directors are satisfied with the company's position at the year-end. The objectives for the coming year are to maximise the profitable business opportunities that arise and to best position the company so it can take advantage of opportunities in the future.
Auditor
The auditor, Saffery LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
Luxury Fabrics Limited
Directors' report (continued)
For the year ended 31 December 2024
4
On behalf of the board
Jeremy Seal
Director
30 September 2025
Luxury Fabrics Limited
Directors' responsibilities statement
For the year ended 31 December 2024
5
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law).
Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
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.
Luxury Fabrics Limited
Independent auditor's report
To the members of Luxury Fabrics Limited
6
Opinion
We have audited the financial statements of Luxury Fabrics Limited (the 'company') for the year ended 31 December 2024 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its 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.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Luxury Fabrics Limited
Independent auditor's report
To the members of Luxury Fabrics Limited (continued)
7
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.
Identifying and assessing risks related to irregularities:
We assessed the susceptibility of the company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the company by discussions with directors and by updating our understanding of the sector in which the company operates.
Laws and regulations of direct significance in the context of the company include The Companies Act 2006 and UK Tax legislation.
Luxury Fabrics Limited
Independent auditor's report
To the members of Luxury Fabrics Limited (continued)
8
Audit response to risks identified
We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of financial statement disclosures. We reviewed the company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.
During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.
There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the 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 is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Sally Appleton
Senior Statutory Auditor
For and on behalf of Saffery LLP
30 September 2025
Statutory Auditors
10 Wellington Place
Leeds
LS1 4AP
Luxury Fabrics Limited
Profit and loss account
For the year ended 31 December 2024
9
2024
2023
Notes
£000
£000
Turnover
3
11,347
11,828
Cost of sales
(8,139)
(7,780)
Gross profit
3,208
4,048
Distribution costs
(2,668)
(2,435)
Administrative expenses
(806)
(334)
Operating (loss)/profit
4
(266)
1,279
Interest payable and similar expenses
8
(572)
(446)
(Loss)/profit before taxation
(838)
833
Tax on (loss)/profit
9
164
(164)
(Loss)/profit for the financial year
(674)
669
The profit and loss account has been prepared on the basis that all operations are continuing operations.
Luxury Fabrics Limited
Statement of comprehensive income
For the year ended 31 December 2024
10
2024
2023
£000
£000
(Loss)/profit for the year
(674)
669
Other comprehensive income
-
-
Total comprehensive income for the year
(674)
669
Luxury Fabrics Limited
Balance sheet
As at 31 December 2024
11
2024
2023
Notes
£000
£000
£000
£000
Fixed assets
Intangible assets
11
21
22
Tangible assets
12
37
43
58
65
Current assets
Stocks
13
5,075
5,171
Debtors
14
2,979
4,724
Cash at bank and in hand
6
45
8,060
9,940
Creditors: amounts falling due within one year
15
(8,020)
(9,232)
Net current assets
40
708
Total assets less current liabilities
98
773
Provisions for liabilities
Deferred tax liability
16
5
6
(5)
(6)
Net assets
93
767
Capital and reserves
Called up share capital
559
559
Share premium account
6
6
Other reserves
8
8
Profit and loss reserves
(480)
194
Total equity
93
767
The financial statements were approved by the board of directors and authorised for issue on 30 September 2025 and are signed on its behalf by:
Andrew Seal
Director
Company Registration No. 00397155
Luxury Fabrics Limited
Statement of changes in equity
For the year ended 31 December 2024
12
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£000
£000
£000
£000
£000
Balance at 1 January 2023
559
6
8
25
598
Year ended 31 December 2023:
Profit and total comprehensive income
-
-
-
669
669
Dividends
10
-
-
-
(500)
(500)
Balance at 31 December 2023
559
6
8
194
767
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
-
(674)
(674)
Balance at 31 December 2024
559
6
8
(480)
93
Luxury Fabrics Limited
Notes to the financial statements
For the year ended 31 December 2024
13
1
Accounting policies
Company information
Luxury Fabrics Limited is a private company limited by shares incorporated in England and Wales. The registered office is Ladywell Mills, Hall Lane, Bradford, West Yorkshire, BD4 7DF.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £000.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Stonecroft Holdings Ltd. These consolidated financial statements are available from its registered office, Ladywell Mills, Hall Lane, Bradford, BD4 7DF.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
The company meets its working capital needs using an asset-based lending facility and secured the arrangement of a new 3 year facility on 31 July 2025. The directors have made reasonable enquiries, including a review of existing customer and supplier relationships and future financial forecast to enable them to form a reasonable expectation that the company has adequate reserves and financial facilities to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
1.3
Turnover
Turnover represents amounts receivable for worsted and mohair fabrics net of VAT and trade discounts. Turnover is recognised on date of despatch of products.
Luxury Fabrics Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
14
1.4
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.5
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Other
10% on cost
1.6
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold land and buildings
Over length of lease
Plant and equipment
5-10% on cost
Fixtures and fittings
10-20% on cost
Motor vehicles
25% on cost
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.7
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Luxury Fabrics Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
15
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.8
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.9
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.10
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company 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 debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Luxury Fabrics Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
16
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of 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 company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Luxury Fabrics Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
17
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.11
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.12
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.13
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.14
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.15
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
Luxury Fabrics Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
18
2
Critical accounting judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. Management do not believe there to be any critical accounting judgements or key sources of estimation uncertainty applied in the preparation of these financial statements.
3
Turnover
2024
2023
£000
£000
Turnover analysed by class of business
Sale of Fabrics
11,347
11,828
2024
2023
£000
£000
Turnover analysed by geographical market
UK
1,204
844
Europe
4,501
5,301
Rest of world
5,642
5,683
11,347
11,828
4
Operating (loss)/profit
2024
2023
Operating (loss)/profit for the year is stated after charging:
£000
£000
Depreciation of owned tangible fixed assets
10
9
Amortisation of intangible assets
6
7
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£000
£000
For audit services
Audit of the financial statements of the company
18
12
Luxury Fabrics Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
19
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
21
23
Their aggregate remuneration comprised:
2024
2023
£000
£000
Wages and salaries
1,407
1,450
Social security costs
96
81
Pension costs
18
17
1,521
1,548
7
Directors' remuneration
2024
2023
£000
£000
Remuneration for qualifying services
196
154
Company pension contributions to defined contribution schemes
4
4
200
158
8
Interest payable and similar expenses
2024
2023
£000
£000
Interest on bank overdrafts and loans
280
238
Interest payable to group undertakings
292
208
572
446
9
Taxation
2024
2023
£000
£000
Current tax
UK corporation tax on profits for the current period
163
Adjustments in respect of prior periods
(163)
Total current tax
(163)
163
Luxury Fabrics Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
9
Taxation
2024
2023
£000
£000 (continued)
20
Deferred tax
Origination and reversal of timing differences
(1)
2
Adjustment in respect of prior periods
(1)
Total deferred tax
(1)
1
Total tax (credit)/charge
(164)
164
The actual (credit)/charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£000
£000
(Loss)/profit before taxation
(838)
833
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
(210)
196
Tax effect of expenses that are not deductible in determining taxable profit
1
2
Adjustments in respect of prior years
(163)
Effect of change in corporation tax rate
1
Group relief
(35)
Deferred tax adjustments in respect of prior years
(1)
(1)
Fixed asset differences
2
2
Losses carried back
206
Taxation (credit)/charge for the year
(164)
164
10
Dividends
2024
2023
£000
£000
Interim paid
500
Luxury Fabrics Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
21
11
Intangible fixed assets
Goodwill
Other
Total
£000
£000
£000
Cost
At 1 January 2024
16
111
127
Additions - internally developed
5
5
At 31 December 2024
16
116
132
Amortisation and impairment
At 1 January 2024
16
89
105
Amortisation charged for the year
6
6
At 31 December 2024
16
95
111
Carrying amount
At 31 December 2024
21
21
At 31 December 2023
22
22
12
Tangible fixed assets
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£000
£000
£000
£000
£000
Cost
At 1 January 2024
32
2
597
12
643
Additions
4
4
At 31 December 2024
32
2
601
12
647
Depreciation and impairment
At 1 January 2024
13
2
573
12
600
Depreciation charged in the year
1
9
10
At 31 December 2024
14
2
582
12
610
Carrying amount
At 31 December 2024
18
19
37
At 31 December 2023
19
24
43
13
Stocks
2024
2023
£000
£000
Finished goods and goods for resale
5,075
5,171
Luxury Fabrics Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
22
14
Debtors
2024
2023
Amounts falling due within one year:
£000
£000
Trade debtors
1,471
2,602
Amounts owed by group undertakings
616
1,458
Other debtors
271
159
Prepayments and accrued income
621
505
2,979
4,724
15
Creditors: amounts falling due within one year
2024
2023
£000
£000
Trade creditors
95
62
Amounts owed to group undertakings
4,552
5,080
Corporation tax
(1)
163
Other taxation and social security
22
24
Other creditors
3,352
3,903
8,020
9,232
Creditors include secured liabilities amounting to £2,828,629 (2023 : £3,497,581) of which £2,215,442 (2023 : £1,972,544) was secured against inventory and £613,187 (2023 : £1,525,037) against trade debtors to which they relate.
16
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2024
2023
Balances:
£000
£000
Accelerated capital allowances
6
7
Short term timing differences
(1)
(1)
5
6
Luxury Fabrics Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
16
Deferred taxation (continued)
23
2024
Movements in the year:
£000
Liability at 1 January 2024
6
Credit to profit or loss
(1)
Liability at 31 December 2024
5
The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.
17
Retirement benefit schemes
2024
2023
Defined contribution schemes
£000
£000
Charge to profit or loss in respect of defined contribution schemes
18
17
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
18
Contingent Liabilities
The bank borrowings of the group headed by Stonecroft Holdings Ltd are secured by a mortgage debenture comprising a legal mortgage and fixed and floating charge over the assets of the group, including the company (a cross guarantee). At 31st December 2024 £10,689,540 (2023: £13,625,404) was outstanding under this debenture of which £7,615,335 (2023: £10,127,823) is not recognised on the balance sheet of these accounts.
19
Events after the reporting date
On 31 July 2025 and as part of the transitioning of the Group’s banking facilities to a new provider, SIL Holdings Limited acquired the assets and trade of Luxury Fabrics Limited. The business will continue to operate as a division of SIL Holdings Limited and will be operationally unaffected by this transaction.
20
Ultimate controlling party
The directors regard Stonecroft Holdings Ltd, registered in England and Wales, to be the company's ultimate parent company and controlling party.
The largest group of undertakings preparing consolidated accounts which include the company is Stonecroft Holdings Ltd, the smallest group of undertakings preparing consolidated accounts which include the company is SIL Holdings Ltd. The group accounts are available from Companies House, Crown Way, Cardiff.
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