ACCOUNTS - Final Accounts

Operating profit

The operating profit is stated after charging:

Registered number: 06244221

J. BENNETT (HOLDINGS) LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

J. BENNETT (HOLDINGS) LIMITED

COMPANY INFORMATION

Directors	J C Larter
	R Parish


Company secretary	J C Larter


Registered number	06244221


Registered office	Office 10
	Billingsgate Market
	Trafalgar Way
	Poplar
	London
	E14 5ST


Independent auditor	Barnes Roffe Audit Limited
	Chartered Accountants Statutory Auditor
	Leytonstone House
	3 Hanbury Drive
	London
	E11 1GA

J. BENNETT (HOLDINGS) LIMITED

CONTENTS

	Page
Group strategic report	1
Directors' report	2 - 3
Independent auditor's report	4 - 7
Consolidated statement of comprehensive income	8
Consolidated balance sheet	9
Company balance sheet	10
Consolidated statement of changes in equity	11
Company statement of changes in equity	12
Consolidated statement of cash flows	13
Consolidated analysis of net debt	14
Notes to the financial statements	15 - 29

J. BENNETT (HOLDINGS) LIMITED

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction

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

Business review

The directors are pleased with the Group's performance for the year. Although turnover has declined, we have managed to improve despite challenging market conditions. The Group remains in a strong financial position and is well-prepared for future challenges.
During the year majority ownership of the business was transferred to the employees through a disposal to an employee ownership trust with the intention of securing the long-term success of the business.

Principal risks and uncertainties

The Group is subject to the same general risks and uncertainties as any other business, for example, the impact of natural disasters, changes in general economic conditions including currency and interest rate fluctuations and the impact of competition.
We do not consider there to be any principal risks and uncertainties that are specific to us.

Financial key performance indicators

To measure the performance of the Group in the year we look at the turnover, gross profit and profit before tax. These are key indicators of how our business has performed.
2024 2023
Turnover £35,705,469 £38,028,129
Gross Profit £3,759,886 £3,876,366
Profit Before Tax £728,371 £1,400,391

This report was approved by the board on 30 September 2025 and signed on its behalf.

J C Larter

Director

Page 1

J. BENNETT (HOLDINGS) LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

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

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

In preparing these financial statements, the directors are required to:

∙select suitable accounting policies for the Group's financial statements and then apply them consistently;

∙make judgments and accounting estimates that are reasonable and prudent;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Principal activity

The principal activity of the Group continues to be fish wholesalers, selling salmon, exotic and wet fish
primarily to the UK market.

Results and dividends

The profit for the year, after taxation, amounted to £385,162 (2023 - £1,057,186).

The directors do not recommend the payment of a final dividend.

Directors

The directors who served during the year were:

J C Larter
R Parish

Future developments

The directors do not believe that the business will change significantly in the foreseeable future.

Page 2

J. BENNETT (HOLDINGS) LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and

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

Post balance sheet events

After the year end the Group entered into a number of contracts and received payment of £1,425,450 in respect of these.

Auditor

After the year end Barnes Roffe LLP resigned as auditors due to the transfer of its audit business and its successor Barnes Roffe Audit Limited was appointed by the directors under s485 Companies Act 2006.

This report was approved by the board on 30 September 2025 and signed on its behalf.

J C Larter

Director

Page 3

J. BENNETT (HOLDINGS) LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF J. BENNETT (HOLDINGS) LIMITED

Opinion

We have audited the financial statements of J. Bennett (Holdings) Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024, which comprise the Consolidated statement of comprehensive income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

∙give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2024 and of the Group's 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 Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Page 4

J. BENNETT (HOLDINGS) LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF J. BENNETT (HOLDINGS) LIMITED (CONTINUED)

Other information

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

We have nothing to report in this regard.

Opinion on other matters prescribed by the Companies Act 2006

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

∙the information given in the Group strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' report.

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

∙adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or

∙the parent Company financial statements are not in agreement with the accounting records and returns;or

∙certain disclosures of directors' remuneration specified by law are not made; or

∙we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Directors' responsibilities statement set out on page 2, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.

Page 5

J. BENNETT (HOLDINGS) LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF J. BENNETT (HOLDINGS) LIMITED (CONTINUED)

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 Group financial statements.

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

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

∙Ensuring that the engagement team collectively had the appropriate competence, capabilities and skills to identify non-compliance with applicable laws and regulations;

∙We identified the laws and regulations applicable to the Group through discussions with directors, and from our commercial knowledge and experience of the relevant sector;

∙The specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Group, are as follows - Companies Act 2006, FRS 102, Employment legislation and Tax legislation;

∙We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

∙Laws and regulations were communicated within the audit team at the planning meeting, and the audit team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the Group’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;

∙Considering the internal controls in place to mitigate risks of fraud and non - compliance with laws and regulations;

∙Reviewing the financial statements and testing the disclosures against supporting documentation;

∙Performing analytical procedures to identify any unusual or unexpected trends or anomalies;

∙Inspecting and testing journal entries to identify unusual or unexpected transactions; and

∙Assessing whether judgement and assumptions made in determining significant accounting estimates were indicative of management bias.

Page 6

J. BENNETT (HOLDINGS) LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF J. BENNETT (HOLDINGS) LIMITED (CONTINUED)

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 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.

Andrew May (Senior statutory auditor)

for and on behalf of

Barnes Roffe Audit Limited

Chartered Accountants

Statutory Auditor

Leytonstone House

3 Hanbury Drive

London

E11 1GA

30 September 2025

Page 7

J. BENNETT (HOLDINGS) LIMITED

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2024

	2024	2023
Note	£	£


Turnover	4	35,705,469	38,028,129
Cost of sales		(31,945,583)	(34,151,763)
Gross profit		3,759,886	3,876,366
Distribution costs		(231,588)	(246,766)
Administrative expenses		(2,798,223)	(2,218,816)
Operating profit	5	730,075	1,410,784
Interest receivable and similar income	8	1,300	876
Interest payable and similar expenses	9	(3,004)	(11,269)
Profit before taxation		728,371	1,400,391
Tax on profit	10	(343,209)	(343,205)
Profit for the financial year		385,162	1,057,186

Profit for the year attributable to:
Owners of the parent Company		385,162	1,057,186

Total comprehensive income for the year attributable to:
Owners of the parent Company		385,162	1,057,186

There was no other comprehensive income for 2024 (2023:£NIL).

The notes on pages 15 to 29 form part of these financial statements.

Page 8

J. BENNETT (HOLDINGS) LIMITED

REGISTERED NUMBER: 06244221

CONSOLIDATED BALANCE SHEET

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£

Fixed assets
Intangible assets	13		102,975		144,169
Tangible assets	14		31,227		25,285
			134,202		169,454
Current assets
Stocks		109,705		84,523
Debtors: amounts falling due within one year	16	3,551,965		3,331,430
Cash at bank and in hand	17	4,843,481		5,717,911
		8,505,151		9,133,864
Creditors: amounts falling due within one year	18	(3,418,560)		(3,840,335)
Net current assets			5,086,591		5,293,529
Total assets less current liabilities			5,220,793		5,462,983
Provisions for liabilities
Deferred taxation	20		(5,469)		(3,821)
Net assets			5,215,324		5,459,162

Capital and reserves
Called up share capital	21	75	75
Capital redemption reserve	22	24	24
Profit and loss account	22	5,215,225	5,459,063
Equity attributable to owners of the parent Company		5,215,324	5,459,162
		5,215,324	5,459,162

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 30 September 2025.

J C Larter

Director

The notes on pages 15 to 29 form part of these financial statements.

Page 9

J. BENNETT (HOLDINGS) LIMITED

REGISTERED NUMBER: 06244221

COMPANY BALANCE SHEET

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£

Fixed assets
Investments	15		1,628,485		1,628,485
Current assets
Debtors: amounts falling due within one year	16	158		99
Cash at bank and in hand	17	-		561,577
		158		561,676
Creditors: amounts falling due within one year	18	(1,368,544)		(1,930,062)
Net current liabilities			(1,368,386)		(1,368,386)


Net assets			260,099		260,099

Capital and reserves
Called up share capital	21		75		75
Capital redemption reserve	22		24		24
Profit and loss account brought forward		260,000		260,000
Profit for the year		629,000		777,382
Other changes in the profit and loss account		(629,000)		(777,382)
Profit and loss account carried forward			260,000		260,000
			260,099		260,099

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 30 September 2025.

J C Larter

Director

The notes on pages 15 to 29 form part of these financial statements.

Page 10

J. BENNETT (HOLDINGS) LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Called up share capital	Capital redemption reserve	Profit and loss account	Equity attributable to owners of parent Company	Total equity
	£	£	£	£	£
At 1 January 2023	75	24	5,179,259	5,179,358	5,179,358
Comprehensive income for the year
Profit for the year	-	-	1,057,186	1,057,186	1,057,186
Contributions by and distributions to owners
Dividends: Equity capital	-	-	(777,382)	(777,382)	(777,382)

At 1 January 2024	75	24	5,459,063	5,459,162	5,459,162
Comprehensive income for the year
Profit for the year	-	-	385,162	385,162	385,162
Contributions by and distributions to owners
Dividends: Equity capital	-	-	(629,000)	(629,000)	(629,000)
At 31 December 2024	75	24	5,215,225	5,215,324	5,215,324

The notes on pages 15 to 29 form part of these financial statements.

Page 11

J. BENNETT (HOLDINGS) LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Called up share capital	Capital redemption reserve	Profit and loss account	Total equity
	£	£	£	£
At 1 January 2023	75	24	260,000	260,099
Comprehensive income for the year
Profit for the year	-	-	777,382	777,382
Contributions by and distributions to owners
Dividends: Equity capital	-	-	(777,382)	(777,382)

At 1 January 2024	75	24	260,000	260,099
Comprehensive income for the year
Profit for the year	-	-	629,000	629,000
Contributions by and distributions to owners
Dividends: Equity capital	-	-	(629,000)	(629,000)
At 31 December 2024	75	24	260,000	260,099

The notes on pages 15 to 29 form part of these financial statements.

Page 12

J. BENNETT (HOLDINGS) LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2024

			2024	2023
			£	£

Cash flows from operating activities
Profit for the financial year	385,162	1,057,186
Adjustments for:
Amortisation of intangible assets	41,194	41,194
Depreciation of tangible assets	13,800	12,094
Interest paid	3,004	11,269
Interest received	(1,300)	(876)
Taxation charge	343,209	343,205
(Increase)/decrease in stocks	(25,182)	23,568
(Increase)/decrease in debtors	(220,535)	710,156
(Decrease) in creditors	(445,068)	(808,445)
Corporation tax (paid)	(318,268)	(521,704)
Net cash generated from operating activities	(223,984)	867,647

Cash flows from investing activities
Purchase of tangible fixed assets	(19,742)	(5,189)
Interest received	1,300	876
Net cash from investing activities	(18,442)	(4,313)
Cash flows from financing activities
Dividends paid	(629,000)	(777,382)
Interest paid	(3,004)	(11,269)
Net cash used in financing activities	(632,004)	(788,651)
Net (decrease)/increase in cash and cash equivalents	(874,430)	74,683
Cash and cash equivalents at beginning of year	5,717,911	5,643,228
Cash and cash equivalents at the end of year	4,843,481	5,717,911

Cash and cash equivalents at the end of year comprise:
Cash at bank and in hand	4,843,481	5,717,911

The notes on pages 15 to 29 form part of these financial statements.

Page 13

J. BENNETT (HOLDINGS) LIMITED

CONSOLIDATED ANALYSIS OF NET DEBT

FOR THE YEAR ENDED 31 DECEMBER 2024


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

Cash at bank and in hand

5,717,911

(874,430)

4,843,481

The notes on pages 15 to 29 form part of these financial statements.

Page 14

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

J.Bennett (Holdings) Limited ("the Company") is a private company limited by shares, incorporated in England and Wales. Its registered office is Office 10, Billingsgate Market, Trafalgar Way, Poplar, London, E14 5ST.

2.Accounting policies

2.1

Basis of preparation of financial statements

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

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

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 01 January 2014.

2.3

Going concern

The directors are not aware of any circumstances likely to arise which may cause the going concern basis to be inappropriate.

2.4

Revenue

Turnover is recognised when the significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the Group and the costs incurred in respect of the transaction can be measured reliably. This is considered to be on despatch of the goods. Revenue is measured at fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Page 15

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.5

Intangible assets

Goodwill
Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life of 20 years. Amortisation expense is included within administrative expenses.

2.6

Tangible fixed assets

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

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

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

Depreciation is provided on the following basis:

				Plant and machinery	-	10% straight line
				Fixtures and equipment	-	15-25% straight line

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

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

2.7

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.8

Stocks

Cost includes the purchase price, including duties, transport and handling directly attributable to bringing consumables to their present location and condition. Stock is recognised as an expense in the period in which the related revenue is recognised.

2.9

Debtors

Short term debtors are measured at transaction price, less any impairment.

Page 16

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.10

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.

2.11

Financial instruments

Financial instruments are recognised in the Group's Balance sheet when the Group becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

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

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted.

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

Basic financial liabilities

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

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

Page 17

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.11

Financial instruments (continued)

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

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

2.12

Creditors

Short term creditors are measured at the transaction price.

2.13

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

2.14

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an Annual General Meeting.

2.15

Operating leases: the Group as lessee

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

Page 18

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.16

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Group in independently administered funds.

2.17

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the 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.

2.18

Interest income

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

Page 19

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Judgments in applying accounting policies
The Group does not consider there to be any critical judgments in applying accounting policies.
Accounting estimates and assumptions
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below:
(i) Impairment of debtors
The Group makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience. See note 15 for the net carrying amount of the debtors.

Turnover

The whole of the turnover is attributable to the wholesale of fish.

Analysis of turnover by country of destination:

					2024	2023
					£	£

United Kingdom	35,546,817	37,718,420
Rest of Europe	158,652	309,709
	35,705,469	38,028,129

Depreciation of tangible fixed assets	13,800	12,094
Amortisation of intangible assets, including goodwill	41,194	41,194
Other operating lease rentals	45,474	45,495
Fees payable to the Group's auditors for the audit of the Group's annual financial statements	19,500	19,000

Page 20

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

6.	Employees
	Staff costs, including directors' remuneration, were as follows:

		Group	Group
		2024	2023
		£	£


Wages and salaries	1,288,486	1,262,203
Social security costs	145,267	144,988
Cost of defined contribution scheme	40,870	201,117
	1,474,623	1,608,308

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

	2024	2023
	No.	No.

Production	27	27
Administration	6	5

	33	32

7.	Directors' remuneration
		2024	2023
		£	£

Directors' emoluments	124,622	65,660
Group contributions to defined contribution pension schemes	-	154,000
	124,622	219,660

During the year retirement benefits were accruing to 2 directors (2023 - 2) in respect of defined contribution pension schemes.

8.	Interest receivable and similar income
		2024	2023
		£	£

Other interest

1,300

876

Page 21

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

9.	Interest payable and similar charges
		2024	2023
		£	£

Other interest

3,004

11,269

Corporation tax
Current tax on profits for the year	341,561	344,766
Adjustments in respect of previous periods	-	(17)
	341,561	344,749

Total current tax	341,561	344,749

Deferred tax
Origination and reversal of timing differences	1,648	(1,544)
Total deferred tax	1,648	(1,544)


	Tax on profit	343,209	343,205

Page 22

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

10.Taxation (continued)

Profit on ordinary activities before tax

728,371

1,400,391

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 25%)	182,093	350,098
Effects of:
Non-tax deductible amortisation of goodwill and impairment	10,298	10,298
Expenses not deductible for tax purposes, other than goodwill amortisation and impairment	150,818	4,512
Difference due to a change in tax rate	-	(21,686)
Adjustments to tax charge in respect of prior periods	-	(17)
Total tax charge for the year	343,209	343,205

Factors that may affect future tax charges

There were no factors that may affect future tax charges.

11.	Dividends
		2024	2023
		£	£

Dividends declared and paid

629,000

777,382

Post year end and prior to the approval of the accounts, dividends of £Nil (2023 - £364,000) were declared.

12.	Exceptional items
		2024	2023
		£	£

Contributions to an Employee Ownership Trust

552,130

Page 23

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

13.	Intangible assets
	Group

		Goodwill
		£
	Cost
	At 1 January 2024	823,870
	At 31 December 2024	823,870
	Amortisation
	At 1 January 2024	679,701
	Charge for the year on owned assets	41,194
	At 31 December 2024	720,895
	Net book value
	At 31 December 2024	102,975
	At 31 December 2023	144,169

Page 24

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

14.	Tangible fixed assets
	Group

	Plant and machinery	Fixtures and fittings	Total
	£	£	£
Cost or valuation
At 1 January 2024	44,803	94,070	138,873
Additions	-	19,742	19,742
At 31 December 2024	44,803	113,812	158,615
Depreciation
At 1 January 2024	26,157	87,431	113,588
Charge for the year on owned assets	4,800	9,000	13,800
At 31 December 2024	30,957	96,431	127,388
Net book value
At 31 December 2024	13,846	17,381	31,227
At 31 December 2023	18,646	6,639	25,285

Page 25

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

15.	Fixed asset investments

	Company

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 January 2024	1,628,485
	At 31 December 2024	1,628,485

Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Class of shares	Holding

	Jayben Limited	Ordinary	100%
	J.Bennett (Billingsgate) Limited*	Ordinary	100%

*J.Bennett (Billingsgate) Limited is a 100% subsidiary of Jayben Limited.
The subsidiary companies were incorporated in England & Wales. The registered office of the subsidiary companies is Office 10, Billingsgate Market, Trafalgar Way, Poplar, London, E14 5ST.
All subsidiaries have been included in the consolidation.

16.

Debtors

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


Trade debtors	3,422,144	3,214,223	-	-
Other debtors	59,125	48,475	158	99
Prepayments and accrued income	70,696	68,732	-	-
	3,551,965	3,331,430	158	99

Page 26

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

17.	Cash and cash equivalents
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

	Cash at bank and in hand	4,843,481	5,717,911	-	561,577

18.	Creditors: Amounts falling due within one year
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

Trade creditors	3,007,431	3,493,904	-	-
Amounts owed to group undertakings	-	-	1,368,544	1,930,062
Corporation tax	203,542	180,249	-	-
Other taxation and social security	66,179	56,018	-	-
Other creditors	63,636	55,824	-	-
Accruals and deferred income	77,772	54,340	-	-
	3,418,560	3,840,335	1,368,544	1,930,062

19.	Financial instruments
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

Financial assets
Financial assets measured at fair value through profit or loss	4,843,481	5,717,911	-	561,577
Trade and other debtors	3,481,269	3,262,698	158	99
	8,324,750	8,980,609	158	561,676

	Financial liabilities
	Trade and other creditors	3,148,836	3,604,068	1,368,544	1,930,062

Page 27

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

20.	Deferred taxation
	Group

	2024	2023
	£	£

At beginning of year	3,821	5,365
Charged to profit or loss	1,648	(1,544)
At end of year	5,469	3,821

Company

			2023

The provision for deferred taxation is made up as follows:
	Group	Group
	2024	2023
	£	£

Accelerated capital allowances

5,469

3,821

21.	Share capital
		2024	2023
		£	£

Allotted, called up and fully paid

750 (2023 - 750) Ordinary shares of £0.10 each	75	75

There are no restrictions on the distribution of dividends and the repayment of capital.

22.

Reserves

Capital redemption reserve

The capital redemption reserve is a result of repurchase of own shares.

Profit and loss account

The profit and loss account represents accumulated profits and losses of the Company since incorporation less dividends paid.

Page 28

J. BENNETT (HOLDINGS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

23.	Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension charge represents the amounts payable by the Group to the funds in respect of the year and amounted to £40,870 (2023 - £201,117). At the year end there were contributions outstanding of £9,527 (2023 - £6,658).

24.	Commitments under operating leases
	At 31 December 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
		Group	Group
		2024	2023
		£	£

Not later than 1 year

1,067

25.

Related party transactions

Company
The Company is exempt from disclosing related party transactions with companies that are wholly owned within the Group.
The Company's directors had an interest in dividends of £379,000 (2023 - £527,382).
Group
During the year the Group made sales to other related companies of £Nil (2023 - £730,915) and was owed £Nil (2023 - £70,856) at the year end.
During the year the Group made a contribution of £552,130 (2023 - £Nil) to an Employee Ownership Trust in which the Company's controlling party is the trustee.

26.	Post balance sheet events

After the year end the Group entered into a number of contracts and received payment of £1,425,450 in respect of these.

27.	Controlling party

The Group's ultimate controlling party is J Bennett Employees' Trustee Limited as Trustee of the J Bennett Employees' Share Trust.

Page 29