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Registered number: 01447390
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Company information
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Contents
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Strategic report
Year ended 31 December 2024
The directors present their strategic report on the Company for the year ended 31 December 2024.
Since its founding in 1924, Belstaff has established a reputation for outerwear excellence, renowned the world over for creating lasting apparel for life’s pursuits. The brand’s rich 100-year heritage of moving people forward is rooted in protection and functionality and built on generations of outdoor and motoring innovation.
The brand was founded by pioneers and continues to uphold this spirit today, continually evolving design and fabrication to deliver industry-leading clothing, shoes and accessories that people can wear for a lifetime. This gives customers the freedom to take on any endeavour, attracting a loyal community of novel thinkers with a collective need to do things differently. Belstaff International Limited is the owner of the Belstaff trademark and carries out the key strategic functions of the brand (including brand management, product design, IT & Digital Development, Merchandising and Marketing). Belstaff International sells finished goods through its network of retail stores in the UK, to third party wholesale customers in Europe and to other Belstaff Group companies. Belstaff International manages and controls most of the significant assets and risks of the Belstaff brand including brand reputation and market risk. Other business risks that Belstaff International bears include inventory, product success, supply chain, customer demand and elements of the credit risk.
Turnover for the year ended 31 December 2024 amounted to £54,604,268, a decrease of 5.2% when compared to the turnover generated in the year ended 31 December 2023 of £57,607,217.
The gross margin percentage rose to 28.1% (2023: 25.9%). In the absolute terms, the gross profit for the year ended 31 December 2024 amounted to £15,350,277 compared with a gross profit of £14,936,477 in the prior year. Operating profit was £593,246 (FY23: £2,123,448) due to prior year benefitting from a provision release in relation to a store lease that was surrendered early and foreign currency revaluation gains on intercompany loans. This is partially offset by a stronger gross profit following improvements in margin and lower administration expenses. As at 31 December 2024, the Company has net assets of £36,333,277 (31 December 2023: net liabilities of £270,329,234) which includes Stock of £12,136,040 (31 December 2023: Stock of £12,968,940) and Cash at bank and in hand of £8,821,369 (31 December 2023: Cash at bank and in hand of £5,862,253) Future developments The business objective is to grow both revenue and profitability, which begins with a renewed focus on brand image and heritage. This has been supported with a refreshed visual identity, new product categories and new technical fabrics — all guided by a vision to honour Belstaff's legacy while crafting one for the future. The existing store portfolio is being refurbished in line with this new design, while new opportunities are identified in strategic, brand-related locations. The wholesale customer portfolio is also constantly monitored to ensure that Belstaff forges strong brand partnerships that are consistent with this image, while also raising market awareness and maximising returns.
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Strategic report (continued)
Year ended 31 December 2024
The directors have also considered the following risks and uncertainties facing the Company.
Consumer demand: As a fashion and lifestyle Company every new season confronts the brand with the risk that the new collection may be received less positively than anticipated from both the ultimate consumer and wholesale customers. Market and competitor observation, as well as the continued investment in the research for new fabrics and styles, helps to develop the new collection and meet applicable fashion trends. Brand Protection: We actively manage our trademark portfolio and work with a third-party specialist to counteract any instances where these trademarks are breached. Liquidity risk: The Company has a working capital cycle resulting in peak requirement periods in the year. The Company manages its cash requirements to ensure that it has sufficient liquid resources to meet the operating needs of the business, with the support of its fellow group companies. Credit risk: The Company undertakes sales to companies mainly in the UK and Europe, whose credit rating is assessed case by case. There is no concentration of credit risk on a few big accounts and credit risk exposure is continuously monitored. Sales in the Company's retail stores and via e commerce do not give rise to credit risk. Foreign exchange risk: The Company is exposed to foreign exchange risk as a significant part of the purchases of finished goods are in Euros and the sales to wholesale customers are in currencies other than the British Pound (mainly Euro and US Dollar). There is currently sufficient group income in the relevant currencies to provide natural hedges and therefore the Company does not engage in foreign exchange financial instruments. Interest rate risk: The Company finances its operations through a mixture of shareholder equity, a revolving credit facility and retained profits. The directors envisage no material interest rate exposure to the Company in the short term and will continue to monitor interest rate risks and its strategy to mitigate any such exposure in the medium term.
The Company monitors a range of financial and operation key performance indicators (KPIs) on regular basis to manage the business performance, enable timely decision making and to react to rapidly changing global environments. The three primary KPIs monitored by the Directors are Turnover, Gross Margin and Operating Profitability.
2024 2023 Var Turnover YoY%: 54,604,268 57,607,217 -5.2% Gross margin% 15,350,277 14,936,477 2.8% Operating profitability 593,246 2,123,448 -72.1%
The directors are committed to promoting the health, safety and welfare of their staff at the Company’s premises.
The directors are mindful of the environmental issues and have sought to minimize the impact of the Company’s activities on the environment.
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Strategic report (continued)
Year ended 31 December 2024
The Company is committed to an active equal opportunities policy from recruitment and selection, through training and development, appraisal and promotion to retirement.
It is the policy of the Company to promote an environment free from discrimination, harassment and victimisation where everyone will receive equal treatment regardless of gender, colour, ethnic or national origin, disability, age, marital status, sexual orientation or religion. All decisions relating to employer practices will be objective, free from bias and based solely upon work criteria and individual merit. The Company is responsive to the needs of its employees, customers and the community at large.
The directors have the duty under section 172 to promote the success of the Company for the benefit of stakeholders as a whole and remain conscious of the impact their decisions have on employees, communities, suppliers, customers, investors and the environment. In the performance of its duty to promote the success of the Company and fairness in decision making, the Board have regard (amongst other matters) for:
a. the likely consequences of any decision in the long term; b. the interests of the Company's employees; c. the need to foster the Company's business relationships with suppliers, customers and others; d. the impact of the Company's operations on the community and the environment; e. the desirability of the Company maintaining a reputation for high standards of business conduct; and f. the need to act fairly as between members of the Company. The likely consequences of any decision in the long term The Company aims to operate and develop its business in a way that supports both the current and future needs, taking into account relevant economic, environmental, and social factors. This enables the Company to sustain the business for the long term in delivering high quality designer apparel and luxury shoes and accessories for customers both in the United Kingdom and on the larger international landscape. The directors strongly believe that sustainable business management and practices will contribute to long-term business success. The interests of the Company's employees The directors consider the people within the business to be the greatest asset, and the interests of the employees are always taken into consideration in the decisions that are made. The health, safety and well-being of the employees is one of the primary considerations in the way the Company operates. The Company also values the diversity of its people and each of its employees are recognised as an important member of the team. The need to foster the Company's business relationships with suppliers, customers and others The way supplier relationships are fostered help drive change through innovation, promoting new ideas and ways of working. Customer are the key focus in every decision made which ensures delivery of great value, high quality, desirable products and great customer experience. The Company holds a diverse customer base across the world, which is served through online, directly operated stores or wholesale partners. The Customer Service proposition ensures the support and information offered to clients is constantly improving to facilitate valuable interactions and communications. In line with interactions with suppliers and customers, strong relationships are sought after with all the other key stakeholders in the market and feedback is always accepted by anyone with connection to the business activities.
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Strategic report (continued)
Year ended 31 December 2024
The impact of the Company's operations on the community and the environment
The Company is committed to a responsible business by addressing social, ethical sustainability and environmental matters in carrying out all its business. The Company strives continually to make improvements by respecting human rights, developing positive relationships with suppliers, delivering value to customers and supporting the communities through donations to charities and not for profit organisations. The desirability of the Company maintaining a reputation for high standards of business conduct The directors intend to behave responsibly in all areas of business and ensure that all teams operate in line with the high standards of business conduct and good governance, and in doing so this contributes to the delivery of the business strategy and objectives. The need to act fairly as between members of the Company The Company has a single shareholder and a single ultimate controlling party. Their interests are taken into account by the directors to promote fairness in decision making. Post balance sheet events On 28 August 2025 the Company and its subsidiaries were acquired by J. Carter Sporting Club Limited (Castore). The acquisition took place after the balance sheet date and therefore the financial statements do not reflect any adjustments in respect of this transaction. Following the acquisition of the Company and it’s subsidiaries on 28 August 2025 the Company will be consolidated within the financial statements of its new parent undertaking, J. Carter Sporting Club Limited in the next accounts presented at that level after the acquisition date of 28 August 2025. Future developments Following the acquisition of the Company by J. Carter Sporting Club Limited on 28 August 2025, the directors expect the Company to benefit from integration into the wider group to realise synergies and expand its operations worldwide.
This report was approved by the board on 29 September 2025 and signed on its behalf by:
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Directors' report
Year ended 31 December 2024
The directors present their report and the financial statements for the year ended 31 December 2024.
The loss for the year, after taxation, amounted to £15,907,441 (2023: loss £18,303,877).
The directors do not recommend a dividend (2023: £nil).
The directors who served during the year and up to the date of signing the financial statements were:
H Martin (appointed 6 May 2025)
The Company has expensed £85,923 (2023: £51,477) of research and development costs during the year relating to new product prototypes and fabrications. The Company is continually looking to develop new product ranges to add to its existing offering.
Stated are the Company’s energy consumption in kilowatt and associated greenhouse gas emissions, in tonnes of carbon dioxide equivalent (kgCO2e), as required under the companies regulation. The information provided in the energy consumption disclosure has been calculated based on the actual value of energy consumed over the period.
2024 2023 Total Energy Consumption kWh 184,331 199,834 Emissions resulting from the purchase of Electricity by the Company for its own use kgCO2e 41,473 41,380 The above data reflects consumption of sites where Belstaff has the ability to influence energy consumption. Data is not reported where Belstaff has limited or no ability to influence energy management. 2024 2023 Intensity ratios Revenue/kWh 296 288 The HM Government Environmental Reporting Guidelines including Streamlined Energy and Carbon Reporting guidance published in March 2019 has been followed. Carbon emissions have been calculated in accordance with the GHG Protocol Corporate Accounting and Reporting. The Company continues to reduce its environmental impact where possible. This includes using local supplier and contractors where practical when refitting the store portfolio and obtaining EPC rating certificates where possible.
Belstaff’s success relies on strong and successful relationships with both suppliers and customers. The Supply Chain team regularly meet producers of finished goods to develop relationships, ensure quality considerations are aligned and to manage product development. Sales teams liaise closely with customers to grow revenue and develop new market opportunities.
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Directors' report (continued)
Year ended 31 December 2024
As permitted by S411c(11) of the Companies Act 2006, the directors have elected to disclose information required to be in the directors’ report by Schedule 7 of the ‘Large and Medium sized Companies and Groups (Account and Reports) Regulations 2008’ in the strategic report, this includes financial risk management objectives and policies
The Company has made qualifying third-party indemnity provisions for the benefit of its directors which were made during the year and remain in force at the date of this report.
The Company made no political donations or incurred any political expenditure during the year (2023: £nil).
Notwithstanding that the Company incurred a net loss of £15.9 million, its total assets exceeded its liabilities by £36.3 million and it had net current assets of £53.9 million at that date and therefore the financial statements have been prepared on the going concern basis which the directors believe to be appropriate for the following reasons:
The directors have considered the cashflow projections for the Company for a period of at least 12 months from the date of approval of the financial statements for immediate going concern purposes. These indicate that, taking account of reasonably possible downsides, the Company will have sufficient funds through a £10 million credit line, to meet its liabilities as they fall due for the foreseeable future subject to the comments below. The NatWest credit facility of £10 million is due to expire at the end of August 2026, and although the option to extend is available to the Company it is not a guarantee as its subject to lender approval. The base case forecasts assume this facility is not available from the expiry date and although the requirement to use this facility per the base case forecast is not required, given the continued uncertainty in the retail sector, under downside scenarios there may be a requirement to access the facility beyond the expiry date. J. Carter Sporting Club Limited has therefore indicated that, for at least 12 months from the date of approval of these financial statements, it will continue to make available all such funds as are needed by the Company. However, this funding facility is also subject to renewal during the going concern period. Based on these indications of support from J. Carter Sporting Club Limited, the directors believe that it remains appropriate to prepare the financial statements of the Company on a going concern basis. However, due to the funding facility expiry dates, it indicates that a material uncertainty exists that may cast significant doubt on the Company’s ability to continue as a going concern.
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Directors' report (continued)
Year ended 31 December 2024
Pursuant to section 487 of the Companies Act 2006, the auditor will be deemed to be reappointed and Grant Thornton LLP will therefore continue in office.
This report was approved by the board on
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Directors' responsibilities statement
Year ended 31 December 2024
The directors are responsible for preparing the strategic report, the directors' report and the financial statements in accordance with applicable law and regulations.
Company law require 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 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 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 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 to 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.
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Independent auditor's report to the members of Belstaff International Limited
We have audited the financial statements of Belstaff International Limited (the 'company') for the year ended 31 December 2024, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity, Statement of cash flow and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ (United Kingdom Generally Accepted Accounting Practice).
As more fully described in Note 2.1 to the financial statement, the company has prepared individual accounts in accordance with section 394 of the Companies Act 2006 and has not consolidated financial information of its subsidiary undertakings, Belstaff Property Limited, Belstaff GmbH and Belstaff North America INC. In our opinion, the company is required to prepare group accounts in accordance with section 399 of the Companies Act of 2006 and to consolidate the financial information of its subsidiary undertakings in accordance with the requirement of FRS 102 section 9 ‘consolidated and separate financial statements’. The effect on the financial statements of the failure to consolidate the subsidiaries in accordance with FRS 102 section 9 has not been determined. In addition, the requirement of the company to prepare group financial statements and to consolidate the financial information of its subsidiary undertakings is not reflected in the directors’ report or the strategic report. In addition, were the company to have prepared group accounts, the strategic report and directors’ report would also need to be amended.
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 qualified opinion.
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Independent auditor's report to the members of Belstaff International Limited (continued)
Belstaff has prepared cash flow forecasts covering a period of at least 12 months from the date of approval of the financial statements. These forecasts assume that the existing financing facility will be repaid in full by its expiry in August 2026. While Belstaff has the option to extend the facility, this is subject to bank approval and therefore not guaranteed.
Given the continued economic challenges and uncertainty in the retail sector, it is likely that the company will require continued access to the facility or alternative funding within the going concern assessment period. The directors have received a letter of support from the company’s new owner, indicating their intention to provide financial support. However, the owner's own funding facility is also subject to renewal during the going concern period. As stated in note 2.2, these events or conditions, along with other matters as set forth in note 2.2, indicate that a material uncertainty exists that may cast significant doubt on the company’s ability to continue as a going concern. Our opinion is not modified in respect of the matter. In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statement is appropriate. Our responsibilities We are responsible for concluding on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that material uncertainty exists, we are required to draw attention in our report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the auditor’s opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or conditions may cause the company to cease to continue as a going concern. 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 financial statements, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the financial statements. 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is 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. As described in the basis for qualified opinion section of our report, the company has prepared individual accounts and has not consolidated financial information of its subsidiary undertakings. We have concluded that the other information is materially misstated for the same reason with respect to the amounts or other items in the annual report affected by the failure to consolidate.
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Independent auditor's report to the members of Belstaff International Limited (continued)
Because of the significance of the matter described in the basis for qualified opinion section of
our report, in our opinion, based on the work undertaken in the course of the audit:
∙the strategic report has not been prepared in accordance with applicable legal requirements.
Except for the matter described in the basis for qualified opinion section of our report, in our opinion, based on the work undertaken in the course of the 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 directors' report has been prepared in accordance with applicable legal requirements.
Except for the matter described in the basis for qualified opinion section of our report, in the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have identified material misstatements in the strategic report and 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:
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Independent auditor's report to the members of Belstaff International Limited (continued)
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. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below:
∙We obtained an understanding of the legal and regulatory frameworks applicable to the Company and industry in which it operates through our general commercial and sector experience and discussions with management. We determined that the following laws and regulations were most significant: FRS 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’; and the Companies Act 2006.
∙We enquired of management about the Company’s policies and procedures relating to the identification, evaluation and compliance with laws and regulations and the detection and response to the risks related to fraud or non-compliance with laws and regulations.
∙We enquired of management, whether they were aware of any instances of non-compliance with laws and regulations or whether they had any knowledge of actual, suspected or alleged fraud.
∙We assessed the susceptibility of the Company’s financial statements to material statement, including how fraud might occur and the risk of management override of controls. Audit procedures performed by the engagement team included:
−Identifying and assessing the design and implementation of controls management has in place to prevent and detect fraud;
−Challenging assumptions and judgements made by management in its significant accounting estimates;
−Identifying and testing journal entries, in particular journals that displayed unusual combinations; and
−Assessing the extent of compliance with the relevant laws and regulations.
In addition, we completed audit procedures to conclude on the compliance of disclosures in the annual report and accounts with applicable financial reporting requirements.
∙These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that result from fraud is inherently more difficult than detecting those that result from error, as fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it.
∙The engagement leader assessment of the appropriateness of the collective competence and capabilities of the engagement team included consideration of the engagement team’s:
−Understanding of, and practical experience with, audit engagements of a similar nature and complexity through; and
−Knowledge of the industry in which the client operates.
−We communicated relevant laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
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Independent auditor's report to the members of Belstaff International Limited (continued)
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.
Senior Statutory Auditor
for and on behalf of Grant Thornton UK LLP Statutory Auditor, Chartered Accountants London
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Statement of comprehensive income
Year ended 31 December 2024
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Balance sheet
At
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Balance sheet (continued)
At 31 December 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
Company registered number: 01447390
The notes on pages 21 to 39 form part of these financial statements.
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Statement of changes in equity
Year ended 31 December 2024
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Statement of cash flows
Year ended 31 December 2024
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Statement of cash flows (continued)
Year ended 31 December 2024
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Analysis of Net Debt
Year ended 31 December 2024
20
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Notes to the financial statements
Year ended 31 December 2024
Belstaff International Limited acts as a seller of footwear, clothing and accessories.
The Company is incorporated and domiciled in United Kingdom, registered in England and Wales. Its principal place of business is 15-19 Britten Street, Chelsea, London, SW3 3TY.
2.Accounting policies
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 management to exercise judgment in applying the Company's accounting policies (see note 3).
The Company has prepared individual accounts in accordance with section 394 of the Companies Act 2006 and has not consolidated financial information of its subsidiary undertakings, Belstaff Property Limited, Belstaff GmbH and Belstaff North America Inc following discussions with third parties which concluded group accounts were not required.
The Company is required to prepare group accounts in accordance with section 399 of the Companies Act of 2006 and to consolidate the financial information of its subsidiary undertakings in accordance with the requirement of FRS 102 section 9 ‘consolidated and separate financial statements’. The effect on the financial statements of not consolidating the subsidiaries in accordance with FRS 102 section 9 has not been determined. In addition, the requirement of the Company to prepare group financial statements and to consolidate the financial information of its subsidiary undertakings is not reflected in the directors’ report or the strategic report. In addition, were the company to have prepared group accounts, the strategic report and directors’ report would also need to be amended. The Company will be included within the consolidated financial statements of its new parent undertaking, J. Carter Sporting Club Limited in the next accounts presented at that level after the acquisition date of 28 August 2025.
The following principal accounting policies have been applied:
Notwithstanding that the Company incurred a net loss of £15.9 million, its total assets exceeded its liabilities by £36.3 million and it had net current assets of £53.9 million at that date and therefore the financial statements have been prepared on the going concern basis which the directors believe to be appropriate for the following reasons:
The directors have considered the cashflow projections for the Company for a period of at least 12 months from the date of approval of the financial statements for immediate going concern purposes. These indicate that, taking account of reasonably possible downsides, the Company will have sufficient funds through a £10 million credit line, to meet its liabilities as they fall due for the foreseeable future subject to the comments below.
21
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Notes to the financial statements
Year ended 31 December 2024
2.Accounting policies (continued)
The NatWest credit facility of £10 million is due to expire at the end of August 2026, and although the option to extend is available to the Company it is not a guarantee as its subject to lender approval. The base case forecasts assume this facility is not available from the expiry date and although the requirement to use this facility per the base case forecast is not required, given the continued uncertainty in the retail sector, under downside scenarios there may be a requirement to access the facility beyond the expiry date.
J. Carter Sporting Club Limited has therefore indicated that, for at least 12 months from the date of approval of these financial statements, it will continue to make available all such funds as are needed by the Company. However, this funding facility is also subject to renewal during the going concern period. Based on these indications of support from J. Carter Sporting Club Limited, the directors believe that it remains appropriate to prepare the financial statements of the Company on a going concern basis. However, due to the funding facility expiry dates, it indicates that a material uncertainty exists that may cast significant doubt on the Company’s ability to continue as a going concern. In the wholesale market, turnover is recognised when the significant risks and rewards of ownership of the goods have transferred in respect of any shipment of goods to the customer. Goods not received by the customer by year end remains as part of the inventory balance. Adjustments to turnover and cost of sales are based on an expectation of returns derived. The returns periods generally closes 4 to 6 weeks after the end of each selling season.
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. The contributions are recognised as an expense in the profit and loss account when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the Company in independently administered funds.
Other operating income includes intercompany recharges and income from disposal of assets written down.
22
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Notes to the financial statements
Year ended 31 December 2024
2.Accounting policies (continued)
Functional and presentational currency
The Company’s functional and presentational currency is sterling (£). Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates ruling 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 historic cost are translated using exchange rate at the date of the transaction and non monetary items measure 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 the profit and loss account. Foreign exchange gains and losses are presented within ‘administrative expenses’.
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only. No development costs were capitalised in 2023 or 2024.
Rentals paid under operating leases are charged to the profit and loss account 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 term of the lease.
Interest income is recognised in the profit and loss account using the effective interest method.
Finance costs are charged to the profit and loss account 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 initial funds advanced.
23
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Notes to the financial statements
Year ended 31 December 2024
2.Accounting policies (continued)
The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit and loss account, 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 balance sheet date in the countries where the Company operates and generates income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that: • The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and • Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
Trademarks are initially recognised at cost. After recognition, under the cost model, trademarks are measured at cost less any accumulated amortisation and any accumulated impairment losses. Trademarks are considered to have a finite useful life, which has been determined as being between 4% and 10% on a straight line basis.
Other intangible assets, which comprise IT platform related development costs, are initially recognised at cost. After recognition, under the cost model, other intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. Other intangible assets are considered to have an expected useful life up to 5 years and are amortised on a straight line basis. Any impairment loss is recognised within 'administrative expenses'.
24
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Notes to the financial statements
Year ended 31 December 2024
2.Accounting policies (continued)
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:
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.
25
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Notes to the financial statements
Year ended 31 December 2024
2.Accounting policies (continued)
Financial assets and financial liabilities are recognised when the Company becomes party to the contractual provisions of the instrument.
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. The Company’s policies for its major classes of financial assets and financial liabilities are set out below. Financial assets Basic financial assets, including trade and other debtors, cash and bank balances, and amounts owed by group undertakings, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate. Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment. Financial liabilities Basic financial liabilities, including trade and other creditors, and amounts owed to group undertakings, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Impairment of financial assets Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the Company would receive for the asset if it were to be sold at the reporting date. For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
26
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Notes to the financial statements
Year ended 31 December 2024
2.Accounting policies (continued)
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 and financial liabilities Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. Offsetting of financial assets and financial liabilities Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.
Provisions are made where an event has taken place that gives the Company 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 the profit and loss account in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties. When payments are eventually made, they are charged to the provision carried in the balance sheet. The Company is required to make an estimate of the recoverable value of receivables. When assessing the expected loss on receivables, management considers factors including any specific known problems or risks. Provision for inventories The provisions reflect management's best estimate of the net realisable value of inventory, where this is considered to be lower than the cost of the inventory. Please refer to Note 16 for further comments.
27
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Notes to the financial statements
Year ended 31 December 2024
Analysis of turnover by country of destination:
28
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Notes to the financial statements
Year ended 31 December 2024
29
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Notes to the financial statements
Year ended 31 December 2024
30
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Notes to the financial statements
Year ended 31 December 2024
The Company has surrendered the benefit of tax losses amounting to £4.4m to a fellow subsidiary undertaking without receiving any payment, therefore these losses are not available for carry-forward. The Company has unutilised tax losses of approximately £55.9m (2024: £55.9m). No deferred tax asset has been recognised in these financial statements because of the uncertainty of suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.
The rate of corporation tax in the UK throughout the period was 25%. Accordingly, the Company's profits for this period are taxed at an effective rate of 25%.
31
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Notes to the financial statements
Year ended 31 December 2024
32
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Notes to the financial statements
Year ended 31 December 2024
33
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Notes to the financial statements
Year ended 31 December 2024
34
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Notes to the financial statements
Year ended 31 December 2024
35
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Notes to the financial statements
Year ended 31 December 2024
36
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Notes to the financial statements
Year ended 31 December 2024
37
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Notes to the financial statements
Year ended 31 December 2024
During the period, the Company issued 2 Ordinary shares of £1.00 each at par, for cash consideration.
Share premium account
Other reserves
Profit and loss account
The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company amounting to £464,910 (2023: £416,473). Contributions totalling £58,769 (2023: £54,077) were payable to the fund at the balance sheet date and are included in creditors.
38
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Notes to the financial statements
Year ended 31 December 2024
The immediate parent undertaking is Belstaff UK Holdings Limited, a company registered at Anchor House, 15-19 Britten Street, London, United Kingdom, SW3 3TY.
On 28 August 2025 the Company and its subsidiaries were acquired by J. Carter Sporting Club Limited (Castore). The acquisition took place after the balance sheet date and therefore the financial statements do not reflect any adjustments in respect of this transaction. The directors regard Thomas and Philip Beahon to be the ultimate controlling party by virtue of their majority shareholding in the ultimate parent J. Carter Sporting Club Limited.
39
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