Caseware UK (AP4) 2024.0.164 2024.0.164 2024-12-312024-12-31false2024-01-01falseNo description of principal activity7376falsefalse 03881713 2024-01-01 2024-12-31 03881713 2023-01-01 2023-12-31 03881713 2024-12-31 03881713 2023-12-31 03881713 2023-01-01 03881713 1 2024-01-01 2024-12-31 03881713 1 2023-01-01 2023-12-31 03881713 2 2024-01-01 2024-12-31 03881713 2 2023-01-01 2023-12-31 03881713 3 2024-01-01 2024-12-31 03881713 3 2023-01-01 2023-12-31 03881713 4 2024-01-01 2024-12-31 03881713 4 2023-01-01 2023-12-31 03881713 1 2024-01-01 2024-12-31 03881713 e:Director1 2024-01-01 2024-12-31 03881713 e:Director2 2024-01-01 2024-12-31 03881713 e:Director3 2024-01-01 2024-12-31 03881713 e:RegisteredOffice 2024-01-01 2024-12-31 03881713 d:Buildings d:LongLeaseholdAssets 2024-01-01 2024-12-31 03881713 d:Buildings d:LongLeaseholdAssets 2024-12-31 03881713 d:Buildings d:LongLeaseholdAssets 2023-12-31 03881713 d:FurnitureFittings 2024-01-01 2024-12-31 03881713 d:FurnitureFittings 2024-12-31 03881713 d:FurnitureFittings 2023-12-31 03881713 d:FurnitureFittings d:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 03881713 d:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 03881713 d:CurrentFinancialInstruments 2024-12-31 03881713 d:CurrentFinancialInstruments 2023-12-31 03881713 d:Non-currentFinancialInstruments 2024-12-31 03881713 d:Non-currentFinancialInstruments 2023-12-31 03881713 d:CurrentFinancialInstruments d:WithinOneYear 2024-12-31 03881713 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 03881713 d:ReportableOperatingSegment1 2024-01-01 2024-12-31 03881713 d:ReportableOperatingSegment1 2023-01-01 2023-12-31 03881713 f:UnitedKingdom 2024-01-01 2024-12-31 03881713 f:UnitedKingdom 2023-01-01 2023-12-31 03881713 f:RestEuropeOutsideUK 2024-01-01 2024-12-31 03881713 f:RestEuropeOutsideUK 2023-01-01 2023-12-31 03881713 f:RestWorldOutsideUK 2024-01-01 2024-12-31 03881713 f:RestWorldOutsideUK 2023-01-01 2023-12-31 03881713 d:UKTax 2024-01-01 2024-12-31 03881713 d:UKTax 2023-01-01 2023-12-31 03881713 d:ShareCapital 2024-01-01 2024-12-31 03881713 d:ShareCapital 2024-12-31 03881713 d:ShareCapital 2023-01-01 2023-12-31 03881713 d:ShareCapital 2023-12-31 03881713 d:ShareCapital 2023-01-01 03881713 d:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 03881713 d:RetainedEarningsAccumulatedLosses 2024-12-31 03881713 d:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 03881713 d:RetainedEarningsAccumulatedLosses 2023-12-31 03881713 d:RetainedEarningsAccumulatedLosses 2023-01-01 03881713 d:AcceleratedTaxDepreciationDeferredTax 2024-12-31 03881713 d:AcceleratedTaxDepreciationDeferredTax 2023-12-31 03881713 d:OtherDeferredTax 2024-12-31 03881713 d:OtherDeferredTax 2023-12-31 03881713 d:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2024-12-31 03881713 d:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2023-12-31 03881713 e:OrdinaryShareClass1 2024-01-01 2024-12-31 03881713 e:OrdinaryShareClass1 2024-12-31 03881713 e:OrdinaryShareClass1 2023-12-31 03881713 e:FRS102 2024-01-01 2024-12-31 03881713 e:Audited 2024-01-01 2024-12-31 03881713 e:FullAccounts 2024-01-01 2024-12-31 03881713 e:PrivateLimitedCompanyLtd 2024-01-01 2024-12-31 03881713 d:WithinOneYear 2024-12-31 03881713 d:WithinOneYear 2023-12-31 03881713 d:BetweenOneFiveYears 2024-12-31 03881713 d:BetweenOneFiveYears 2023-12-31 03881713 d:MoreThanFiveYears 2024-12-31 03881713 d:MoreThanFiveYears 2023-12-31 03881713 2 2024-01-01 2024-12-31 03881713 7 2024-01-01 2024-12-31 03881713 g:PoundSterling 2024-01-01 2024-12-31 xbrli:shares iso4217:GBP xbrli:pure


Registered number: 03881713












TOD'S UK LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

 

TOD'S UK LTD

CONTENTS



Page
Company information
 
1
Strategic report
 
2 - 3
Directors' report
 
4
Directors' responsibilities statement
 
5
Independent auditor's report
 
6 - 9
Profit and loss account
 
10
Balance sheet
 
11
Statement of changes in equity
 
12
Statement of cash flows
 
13
Notes to the financial statements
 
14 - 30


 

TOD'S UK LTD
 
COMPANY INFORMATION


Directors
E Cascetti 
E Macellari 
H W Wallage 




Registered number
03881713



Registered office
10 Norwich Street

London

EC4A 1BD




Independent auditor
Blick Rothenberg Audit LLP
Chartered Accountants & Statutory Auditor

16 Great Queen Street

Covent Garden

London

WC2B 5AH




Page 1

 

TOD'S UK LTD
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction
 
The directors present their strategic report of the company for the year ended 31 December 2024. 
The principal activity of the company during the year continued to be that of the sale of luxury footwear and leather goods. The company sells goods under the TOD’S and HOGAN brands, brands that TOD’S S.p.A., the parent company, produces and sells as owner or licensee. During 2024 the company operated a chain of four stores located in London and at Bicester Village.

Business review
 
The business measures itself in a number of different ways using key performance indicators, at the highest level these are as follows:
• Turnover
• Operating profit
Turnover fell by 5% from £17,247,065 in the year ended 31 December 2023 to £16,319,068 in the year ended 31 December 2024, due to the challenging economic environment reducing demand for the company's products.
The company’s principal costs are staff and property costs. In the year ended 31 December 2024 staff costs increased by 7% to £3,161,709 (2023: £2,959,250) and the rent expense increased by 3% to £4,957,480 (2023: £4,805,722). The increased expenditure is primarily due to inflationary pressures during the period.
The company’s directors continue to monitor administration costs to ensure they remain under control. 
The company has recorded an operating profit for the year of £421,363 compared to an operating profit of £494,161 in 2023.
As at 31 December 2024, the company maintains a strong balance sheet position. The value of stock held at 31 December 2024 of £6,811,172 is 11% lower than the value at the previous year end of £7,618,944. This is primarily due to improvements in inventory management.

Principal risks and uncertainties
 
The current principal business risk is managing costs and prices. The general economic position continues to be challenging. The directors are closely monitoring costs in the current inflationary environment and giving priority to projects related to the promotion and protection of its brand. 
The company has the ongoing support of the ultimate parent company, TOD’S S.p.A., and the solidity of the group’s assets and finances ensures the financial independence it requires to continue making its operating decisions and putting its business development strategies into practice with determination during this period. 
A further risk and uncertainty facing the company is competition from other luxury brands and seasonal collections not being well received by customers. The directors continue to minimise the company’s exposure in these areas by closely monitoring the market on an on-going basis. 

Page 2

 

TOD'S UK LTD

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

Financial risk management objectives and policies
 
Liquidity risk
The company has working capital cycles 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. The company is also able to call upon funding from its parent company should it be required.
Credit risk
Credit risk is not considered fundamental to the business due to the nature of the company's operations, with sales in retail stores not giving rise to significant credit risk. 
Foreign exchange risk
Foreign exchange risk is not considered fundemental to the business due the company having limited foreign currency transactions. The company purchases goods from its parent company in sterling. Limited foreign exchange risk arises from transactions with other group companies and is managed at a group level.
Post balance sheet events
On 18 September 2025, the company entered into a lease for a 5 year period commencing on 25 December 2027. The commitment payable over the 5 year lease is approximately £10,100,000.


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



E Cascetti
Director

Date: 11 March 2025

Page 3

 

TOD'S UK LTD

DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

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

Results and dividends

The profit for the year, after taxation, amounted to £268,791 (2023 - £763,381).

The directors do not recommend a dividend.

Directors

The directors who served during the year were:

E Cascetti 
E Macellari 
H W Wallage 

Matters covered in the strategic report

As permitted by s414c(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 (Accounts and Reports) Regulations 2008', in the strategic report.

Disclosure of information to auditor

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

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

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





E Cascetti
Director

Date: 11 March 2025

Page 4

 

TOD'S UK LTD
 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE 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 requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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 for the company's financial statements and then apply them consistently;

make judgements 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 2006They 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.

Page 5

 

TOD'S UK LTD

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF TOD'S UK LTD
 FOR THE YEAR ENDED 31 DECEMBER 2024

Opinion


We have audited the financial statements of Tod's UK Limited (the 'company') for the year ended 31 December 2024, which comprise the profit and loss account, the balance sheet, the statement of cash flows, the statement of changes in equity and the notes to the financial statements, including significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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 United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Other information


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


We have nothing to report in this regard.


Page 6

 

TOD'S UK LTD

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF TOD'S UK LTD (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the 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 directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the directors' responsibilities statement set out on page 5, 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.


Page 7

 

TOD'S UK LTD

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF TOD'S UK LTD (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

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 extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the retail sector;
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and employment legislation;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

performed analytical procedures to identify any unusual or unexpected relationships;
tested a sample of journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

agreeing financial statement disclosures to underlying supporting documentation; and
enquiring of management as to actual and potential litigation and claims.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.


Page 8

 

TOD'S UK LTD

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF TOD'S UK LTD (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Auditor's responsibilities for the audit of the financial statements (continued)
 
Material misstatements that airse due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.


Use of our report
 

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Hayley Loft (senior statutory auditor)
  
for and on behalf of
Blick Rothenberg Audit LLP
 
Chartered Accountants
Statutory Auditor
  
16 Great Queen Street
Covent Garden
London
WC2B 5AH

 
Date: 
29 September 2025
Page 9

 

TOD'S UK LTD
 
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
Note
£
£

  

Turnover
 4 
16,319,068
17,247,065

Cost of sales
  
(4,439,350)
(5,490,748)

Gross profit
  
11,879,718
11,756,317

Administrative expenses
  
(12,985,622)
(12,627,998)

Other operating income
 5 
1,527,267
1,365,842

Operating profit
 6 
421,363
494,161

Income from investments
 9 
-
427,216

Interest receivable and similar income
 10 
1,728
5,700

Interest payable and similar expenses
 11 
(4,989)
(1,540)

Profit before taxation
  
418,102
925,537

Tax on profit
 12 
(149,311)
(162,156)

Profit for the financial year
  
268,791
763,381

There are no items of other comprehensive income for either the year or the prior year other than the profit for the year. Accordingly, no statement of other comprehensive income has been presented.

Page 10


 
REGISTERED NUMBER:03881713
TOD'S UK LTD

BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Tangible assets
 13 
1,165,420
1,269,295

  
1,165,420
1,269,295

Current assets
  

Stocks
 14 
6,811,172
7,618,944

Debtors: amounts falling due after more than one year
 15 
785,241
784,266

Debtors: amounts falling due within one year
 15 
8,927,080
8,868,142

Cash at bank and in hand
  
1,753,589
1,562,026

  
18,277,082
18,833,378

Creditors: amounts falling due within one year
 16 
(6,426,181)
(7,355,143)

Net current assets
  
 
 
11,850,901
 
 
11,478,235

Total assets less current liabilities
  
13,016,321
12,747,530

Provisions for liabilities
  

Other provisions
 18 
(499,000)
(499,000)

Net assets
  
12,517,321
12,248,530


Capital and reserves
  

Called up share capital 
 19 
350,000
350,000

Profit and loss account
 20 
12,167,321
11,898,530

Total equity
  
12,517,321
12,248,530


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




E Cascetti
Director

Date: 11 March 2025

The notes on pages 14 to 30 form part of these financial statements.

Page 11

 

TOD'S UK LTD

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


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2023
350,000
11,135,149
11,485,149


Comprehensive income for the year

Profit for the financial year
-
763,381
763,381
Total comprehensive income for the year
-
763,381
763,381



At 31 December 2023 and 1 January 2024
350,000
11,898,530
12,248,530


Comprehensive income for the year

Profit for the financial year
-
268,791
268,791
Total comprehensive profit for the year
-
268,791
268,791


At 31 December 2024
350,000
12,167,321
12,517,321


Page 12

 

TOD'S UK LTD

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
£
£

Cash flows from operating activities

Profit before tax
418,102
925,537

Adjustments for:

Depreciation of tangible assets
312,084
534,148

Loss on disposal of tangible assets
-
1,294

Interest paid
4,989
1,540

Interest received
(1,728)
(5,700)

Decrease in stocks
807,772
990,070

Increase in debtors
(1,091,817)
(1,100,057)

Increase in amounts owed by groups
(346,507)
(2,109,087)

Increase in creditors
450,060
247,222

Income from investments
-
(427,216)

Corporation tax paid
(149,922)
(97,614)

Net cash generated from operating activities

403,033
(1,039,863)


Cash flows from investing activities

Purchase of tangible fixed assets
(208,209)
(470,099)

Sale of tangible fixed assets
-
2,986

Proceeds from dissolution of investments
-
917,982

Interest received
1,728
5,700

Net cash from investing activities

(206,481)
456,569

Cash flows from financing activities

Interest paid
(4,989)
(1,540)

Net cash used in financing activities
(4,989)
(1,540)

Net increase/(decrease) in cash and cash equivalents
191,563
(584,834)

Cash and cash equivalents at beginning of year
1,562,026
2,146,860

Cash and cash equivalents at the end of year
1,753,589
1,562,026


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
1,753,589
1,562,026

1,753,589
1,562,026


Page 13

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

Tod's UK Limited sells luxury footwear and leather goods. The company has retail stores in the UK and sells primarily to the UK and the rest of Europe.
The company is a private company limited by shares and is incorporated in England and Wales. The address of its principal place of business is The Prow, 1 Wilder Walk, London, W1B 5AP. The address of its registered office is 10 Norwich Street, London, EC4A 1BD.
The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

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

The following principal accounting policies have been applied:

  
2.2

Going concern

After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. 
The company has the ongoing support of the ultimate parent company, TOD’S S.p.A., and the solidity of the group’s assets and finances ensures the financial independence it requires to continue making its operating decisions and putting its business development strategies into practice with determination during this economic downturn. Consequently, the directors continue to adopt the going concern basis in preparing the financial statements. 

Page 14

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.3

Income

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

Sale of goods

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

Revenue comprises the invoiced amounts of goods sold and commission income receivable for the year.
The sale of goods through the company's retail stores is recognised at the point of sale to the customer which is considered the point of delivery. Retail sales are usually by cash, credit or payment card. 
Sales are made to customers with a right of return within 10 or 15 days subject to certain conditions regarding the usage.
Income from marketing and other services to group companies is recognised in the period the company provides the service.
Other income is recognised when the company has the right to receive the income.
Investment income from the company's interest in its subsidiary undertakings is recognised when the right to receive the income is established. 

Page 15

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is Sterling (£).

Transactions and balances

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

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

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

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the profit and loss account within 'interest receivable or similar income' and 'interest payable or similar expenses'. All other foreign exchange gains and losses are presented in profit or loss within 'administrative expenses'.

 
2.5

Operating leases: the company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.6

Interest income

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

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 16

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.8

Pensions

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 profit or loss 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.

 
2.9

Current and deferred taxation

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.
Current tax is the amount of income tax payable in respect of taxable profit for the year or prior years.
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 arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements.
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.

Page 17

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

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

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives.

Depreciation is provided on the following basis:

Leasehold improvements
-
Straight line over the term of the lease
Fixtures and fittings
-
During the first four years assets are written off on a reducing balance basis at a rate of 25% per annum. In the fifth year, depreciation is accelerated to depreciate the asset in full.

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.11

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. 

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

Page 18

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.12

Financial instruments

The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.

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.

Page 19

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)





Financial instruments (continued)

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.

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.

 
2.13

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the company's cash management.

Page 20

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

  
2.14

Share capital

Ordinary shares are classified as equity.

 
2.15

Holiday pay accrual

A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the balance sheet date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the balance sheet date.

 
2.16

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

Stock provisioning
The carrying value of stock, at the lower of cost and net realisable value, is dependent on key judgements and estimates that are made by management. The judgements relating to stock include an estimation of future expected average sales prices and disposal costs. These judgements also include consideration of specific factors and the developments in the market that have been identified throughout the year and subsequent to the year end. Actual outcomes could be different to the assumptions used in determining the estimates. The carrying value of the provision at 31 December 2024 was £598,900 (2023: £650,000).
Dilapidations provision
The company has various operating leases, which include dilapidation conditions. The recognition of a provision for the dilapidation costs is dependent on key judgements and estimates that are made by management. The judgements include an estimation of future cost of restoring the properties. Actual outcomes could be different to the assumptions used in determining the estimates. The carrying value of the provision at 31 December 2024 was £499,000 (2024: £499,000).
Provision for rent
Included within the company's various operating leases are rent review clauses. Where a rent review is due by year end, but the value has not been agreed with the landlord, management have recognised a provision for their best estimate of the expected rent adjustment. Actual outcomes could be different to the assumptions used in determining the estimates. 

Page 21

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Sale of goods
16,319,068
17,247,065


Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
16,211,432
16,902,262

Rest of Europe
105,597
344,022

Rest of the world
2,039
781

16,319,068
17,247,065



5.


Other operating income

2024
2023
£
£

Other income
31,445
41,842

Marketing and other services
1,495,822
1,324,000

1,527,267
1,365,842



6.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£

Exchange differences
3,436
7,930

Operating lease rentals
4,957,480
4,805,722

Audit fees payable to the company's auditor
28,000
27,000

Non-audit fees payable to the company's auditor
6,240
18,235

Profit on disposal of fixed assets
-
1,294

Page 22

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

7.


Employees

Staff costs, including directors' remuneration, were as follows:


2024
2023
£
£

Wages and salaries
2,724,919
2,557,861

Social security costs
313,237
289,749

Cost of defined contribution scheme
123,553
111,640

3,161,709
2,959,250


The amount of outstanding pension contributions at the year end was £10,257 (2023 - £11,000). 

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


        2024
        2023
            No.
            No.







Store personnel
61
66



Adminstrative personnel
12
10

73
76


8.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
7,897
6,389



9.


Income from investments

2024
2023
£
£



Debt forgiven by investments
-
427,216





10.


Interest receivable and similar income

2024
2023
£
£


Other interest receivable
1,728
5,700

Page 23

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

11.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
4,989
1,540


12.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
131,145
164,865

Adjustments in respect of previous periods
(35,004)
(1)


96,141
164,864


Total current tax
96,141
164,864

Deferred tax


Origination and reversal of timing differences
53,170
(2,546)

Changes to tax rates
-
(162)

Total deferred tax
53,170
(2,708)


Tax on profit
149,311
162,156
Page 24

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 23.5%). The differences are explained below:

2024
2023
£
£


Profit on ordinary activities before tax
418,102
925,537


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)
104,526
217,501

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
79,789
45,627

Adjustments to tax charge in respect of prior periods
(35,004)
-

Non-taxable income
-
(100,396)

Other timing differences leading to an increase/(decrease) in taxation
-
(414)

Impact of different tax rates on current tax and deferred tax
-
(162)

Total tax charge for the year
149,311
162,156


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 25

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

13.


Tangible fixed assets





Leasehold improvements
Fixtures and fittings
Total

£
£
£



Cost or valuation


At 1 January 2024
3,294,260
3,247,940
6,542,200


Additions
20,917
187,292
208,209



At 31 December 2024

3,315,177
3,435,232
6,750,409



Depreciation


At 1 January 2024
2,289,337
2,983,568
5,272,905


Charge for the year 
202,455
109,629
312,084



At 31 December 2024

2,491,792
3,093,197
5,584,989



Net book value



At 31 December 2024
823,385
342,035
1,165,420



At 31 December 2023
1,004,923
264,372
1,269,295


14.


Stocks

2024
2023
£
£

Finished goods and goods for resale
6,811,172
7,618,944


There is no significant difference between the replacement cost of the stock and its carrying amount.

Page 26

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

15.


Debtors

2024
2023
£
£

Due after more than one year

Other debtors
785,241
784,266


2024
2023
£
£

Due within one year

Amounts owed by group undertakings
1,003,022
1,981,756

Other debtors
497,230
622,146

Prepayments and accrued income
7,279,046
6,063,288

Deferred taxation
147,782
200,952

8,927,080
8,868,142


Amounts owed by group undertakings are interest free, have no fixed repayment date and are repayable on demand.


16.


Creditors: amounts falling due within one year

2024
2023
£
£

Trade creditors
539,317
437,567

Amounts owed to group undertakings
4,322,626
5,647,867

Corporation tax
66,083
119,864

Other taxation and social security
550,560
474,360

Other creditors
117,475
124,063

Accruals and deferred income
830,120
551,422

6,426,181
7,355,143


Amounts owed to group undertakings are interest free, have no fixed repayment date and are repayable on demand.

Page 27

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

17.


Deferred taxation




2024
2023


£

£






At beginning of year
200,952
198,244


Charged to profit or loss
(53,170)
2,708



At end of year
147,782
200,952

The deferred tax asset is made up as follows:

2024
2023
£
£


Accelerated capital allowances
145,218
198,202

Other short term timing differences
2,564
2,750

147,782
200,952


18.


Provisions




Dilapidation provision

£





At 1 January 2024
499,000



At 31 December 2024
499,000

The company has an obligation under certain operating leases for dilapidations. These fall due at the expiry of each operating lease which range from 2027 to 2030.


19.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



350,000 (2023 - 350,000) Ordinary shares of £1.00 each
350,000
350,000

There is a single class of ordinary shares. There are no restrictions on the distribution of dividends and the repayment of capital.


Page 28

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

20.


Reserves

Profit and loss account

The profit and loss reserve includes all current and prior period retained profits and losses. 

21.


Analysis of net debt




At 1 January 2024
Cash flows
At 31 December 2024
£

£

£

Cash at bank and in hand

1,562,026

191,563

1,753,589


1,562,026
191,563
1,753,589


22.


Commitments under operating leases

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

2024
2023
£
£


Not later than 1 year
4,898,850
4,670,660

Later than 1 year and not later than 5 years
13,921,616
15,578,921

Later than 5 years
5,542,630
7,190,613

24,363,096
27,440,194


23.


Related party transactions

The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly owned part of the group.


24.


Post balance sheet events

On 18 September 2025, the company entered into a lease for a 5 year period commencing on 25 December 2027. The commitment payable over the 5 year lease is approximately £10,100,000.

Page 29

 

TOD'S UK LTD

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

25.


Ultimate parent undertaking and controlling party

The parent undertaking of the smallest group of undertakings for which group financial statements are drawn up and of which the company is a member is TOD'S S.p.A., the registered office of which is at Via Filippo Della Valle, 1 - 63811 Sant'Elpidio A Mare (FM), Italy.
The ultimate parent company is TOD'S S.p.A.
In the opinion of the directors the ultimate controlling party is D. Della Valle.

 
Page 30