Registration number:
(FORMERLY ROYTHORNES LIMITED)
for the
Period from 1 July 2023 to 31 December 2024
Roythornes Holdings Limited
(formerly
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Profit and Loss Account |
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Balance Sheet |
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Statement of Changes in Equity |
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Statement of Cash Flows |
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Notes to the Financial Statements |
Roythornes Holdings Limited
(formerly
Company Information
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Directors |
P Cookson T W Galloway E C Johnson T J Russ G M Faber M D Matthews J Wright M Jinks S Elkin A C White |
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Company secretary |
A E Barrasso |
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Registered office |
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Auditors |
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Roythornes Holdings Limited
(formerly
Strategic Report for the Period from 1 July 2023 to 31 December 2024
The directors present their strategic report for the period from 1 July 2023 to 31 December 2024.
Principal activity
The principal activity of the company is the provision of legal services.
Fair review of the business
This was the final period of trading of Roythornes business within this entity. The accounting period was extended to 18 months in order to accommodate the transfer of the business to Roythornes LLP, which commenced trading on 2nd January 2025. However, there was no change to the underlying business activity.
The period ended 31 December 2024 saw a further increase in turnover as the company continues to pursue a growth based strategy to increase resilience, enhance the ability to target larger scale work and assist with absorbing the increasing costs of legal practice. This extended period saw an increase in like for like gross profit %, which also increased in absolute terms.
Inflationary pressures softened during this period, compared to the previous year, so whilst overheads increased in absolute terms, the increase was lower in % terms than the increase in turnover and gross profit. This led to significantly increased operating profit, both in absolute and percentage terms.
The company continued to benefit from the interest rate environment. However, going forward (albeit this will be in the new entity), the Directors are keen to ensure the profitability of the business continues to not be reliant on income from bank interest, as this is an aspect of the business outside of management control. We recognise the viability of this income stream may change over time, either due to reduced interest rates or regulatory changes.
The results are summarised in the KPIs section below.
The company continued to be self-funded and finished the year with a significant cash balance. The company continues to manage its cash reserves cautiously and determines the timing and quantum of distributions to stakeholders, considering future working capital requirements and planned capital investments.
The closing cash position of £0.6m was a decrease on the previous year end’s closing balance. However, when compared against December 2023, there was an increase of £0.8m. This was largely due to improved trading performance.
The company remains committed to rewarding its staff fairly, as well as maintaining the right balance between retaining funds for future investment in the growth of the business and rewarding shareholders, who are all also employees of the company. As such, all employees contribute to the success of the company. There was significant recruitment across all practice areas and locations, and the year saw several new partners join. This is testament to our commitment to growing the company both geographically and in terms of services offered.
The company has continued to structure its business development activities on a sector basis, with particular focus on our specialist core sectors. It also retains a heavy focus on private client and property work, both within our core sectors and for private individuals.
Principal risks and uncertainties
As with most businesses, the company’s key risks and uncertainties are associated with:
• Stability of economic conditions;
• Changes in law, regulation or by governmental bodies or regulators;
• Inflationary pressures;
• Interest rate changes;
• Competition and structural changes in the market; and,
• Loss of key stakeholders.
The Directors have put in place measures to identify and mitigate, so far as is reasonably possible, such risks and uncertainties, including enhanced management practices to monitor and address issues concerning cash flow, changes in trading conditions, cybercrime, money laundering and compliance with regulatory and professional standards. These measures will continue to be kept under review and the appropriate investment in both time and money will be directed towards such issues. The lack of external borrowing mitigates any company risks arising from increased interest rates. However, the Directors consider this to be a material risk as it potentially could affect some of the client base and suppliers.
Roythornes Holdings Limited
(formerly
Strategic Report for the Period from 1 July 2023 to 31 December 2024
Financial key performance indicators
The company uses traditional key performance indicators, adjusted to make them comparable with other companies. Due to the change in year end, the comparative KPIs have been restated based on the 18 month period to 31/12/2023 from internal management information. The key financial performance indicators used are as follows:
|
Financial KPIs |
Unit |
2024 |
2023 |
|
Turnover |
£'000 |
41,186 |
36,058 |
|
Turnover growth |
% |
14 |
11 |
|
Gross profit |
£'000 |
20,696 |
17,373 |
|
Gross profit growth |
% |
19 |
2 |
|
Operating profit |
£'000 |
5,879 |
3,463 |
|
Operating profit percentage |
% |
14 |
10 |
|
Operating profit growth |
% |
70 |
(23) |
The company considers gross profit to be turnover less salaries of fee earners and staff related to the provision of legal services and includes notional salaries for shareholders. This adjustment of notional salaries also applies to operating profit.
Non-financial key performance indicators
The company also uses non-financial performance indicators to assess the success or otherwise of the investments made in people and business development activities. Due to the change in year end, the comparative KPIs have been restated based on the 18 month period to 31/12/2023 from internal management information.
|
2024 |
2023 |
|
|
Number of new clients |
5,987 |
5,625 |
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Number of new matters |
19,061 |
19,210 |
The company will continue to review the most appropriate KPIs for the business each year. This will continue following the move of the trade to the new LLP entity.
Approved by the
Director
Roythornes Holdings Limited
(formerly
Directors' Report for the Period from 1 July 2023 to 31 December 2024
The directors present their report and the financial statements for the period from 1 July 2023 to 31 December 2024.
Change of company name
The company changed its name from
Directors of the company
The directors who held office during the period were as follows:
The following directors were appointed after the period end:
Engagement with employees
As mentioned in the Strategic Report, the company considers its employees to be one of its most vital assets. Therefore, employee engagement is critical to the success of the business. There are various initiatives, both formal and informal that the company engages in to ensure this is a major part of the business.
The most prominent of these is the Investors in People accreditation. We achieved a Gold rating in both 2024 and 2025 for this, and in 2025 we were accredited for the Investors in Wellbeing, achieving the Silver award on our first attempt.
There are many other employee engagement and communication channels, such as internal forums , regular awards for individual and team wellbeing initiatives and regular externally led webinars on various wellbeing topics such as mental and physical health and financial wellbeing.
These initiatives are reviewed regularly by the Management Board in conjunction with employees, to ensure that we are providing our staff with a fulfilling and supportive working environment.
Directors' liabilities
As permitted by the Articles of Association, the directors have the benefit of an indemnity which is a qualifying third-party indemnity provision as defined by section 234 of the Companies Act 2006. The indemnity was in force throughout the last financial year and is currently in force.
Disclosure of information to the auditors
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.
Roythornes Holdings Limited
(formerly
Directors' Report for the Period from 1 July 2023 to 31 December 2024
Reappointment of auditors
In accordance with section 485 of the Companies Act 2006, a resolution for the re-appointment of Hazlewoods LLP as auditors of the company is to be proposed at the forthcoming Annual General Meeting.
Approved by the
Director
Roythornes Holdings Limited
(formerly
Statement of Directors' Responsibilities
The directors are responsible for preparing the Strategic Report, 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
• | select suitable accounting policies and 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; and |
• | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Roythornes Holdings Limited
(formerly
Independent Auditor's Report to the Members of Roythornes Holdings Limited
Opinion
We have audited the financial statements of Roythornes Holdings Limited (the 'company') for the period from
1 July 2023 to 31 December 2024, which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity, Statement of Cash Flows, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
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 period then ended; |
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
• | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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 directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. 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.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Roythornes Holdings Limited
(formerly
Independent Auditor's Report to the Members of Roythornes Holdings Limited
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
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• |
the information given in the Strategic Report and Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and |
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• |
the Strategic Report and 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 our 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 and the Directors' Report.
We have nothing to report in respect of the following matters where 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 Statement of Directors' Responsibilities set out on page 6, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor 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.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
We obtained an understanding of the legal and regulatory requirements applicable to the company's financial statements or that had a fundamental effect on the operations of the company. We determined that the most significant laws and regulations included UK GAAP, UK Companies Act 2006 and taxation laws;
We understood how the company is complying with those legal and regulatory frameworks by making inquiries of management, and those responsible for legal and compliance procedures. We corroborated our enquiries through our review of board minutes.
We assessed the susceptibility of the company’s financial statements to material misstatement including how fraud might occur. Audit procedures performed by the engagement team included:
- identifying and assessing the design effectiveness of controls management has in place to prevent and
detect fraud;
- understanding how those charged with governance considered and addresses the potential for override
of controls or other inappropriate influence over the financial reporting process;
- challenging assumptions and judgements made by management in its significant accounting estimates; and
- identifying and testing journal entries, in particular, any journal entries posted with unusual characteristics.
Roythornes Holdings Limited
(formerly
Independent Auditor's Report to the Members of Roythornes Holdings Limited
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of this 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.
For and on behalf of
Windsor House
Bayshill Road
GL50 3AT
Roythornes Holdings Limited
(formerly
Profit and Loss Account for the Period from 1 July 2023 to 31 December 2024
|
Note |
2024 |
2023 |
|
|
Turnover |
|
|
|
|
Administrative expenses |
( |
( |
|
|
Operating profit |
8,695,827 |
4,371,025 |
|
|
Other interest receivable and similar income |
|
|
|
|
Interest payable and similar expenses |
( |
( |
|
|
2,075,715 |
785,391 |
||
|
Profit before tax |
|
|
|
|
Tax on profit |
( |
( |
|
|
Profit for the financial period |
|
|
The above results were derived from continuing operations.
The company has no recognised gains or losses for the period other than the results above.
Roythornes Holdings Limited
(formerly
(Registration number: 06611251)
Balance Sheet as at 31 December 2024
|
Note |
2024 |
2023 |
|
|
Fixed assets |
|||
|
Tangible assets |
|
|
|
|
Investments |
|
|
|
|
|
|
||
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Current assets |
|||
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Debtors |
|
|
|
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Cash at bank and in hand |
|
|
|
|
|
|
||
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Creditors: Amounts falling due within one year |
( |
( |
|
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Net current assets |
|
|
|
|
Total assets less current liabilities |
|
|
|
|
Provisions for liabilities |
( |
( |
|
|
Net assets |
|
|
|
|
Capital and reserves |
|||
|
Called up share capital |
648,000 |
648,000 |
|
|
Capital redemption reserve |
142,800 |
142,800 |
|
|
Profit and loss account |
9,781,873 |
8,258,810 |
|
|
Total equity |
10,572,673 |
9,049,610 |
Approved and authorised by the
Director
Roythornes Holdings Limited
(formerly
Statement of Changes in Equity for the Period from 1 July 2023 to 31 December 2024
|
Share capital |
Capital redemption reserve |
Retained earnings |
Total |
|
|
At 1 July 2023 |
|
|
|
|
|
Profit for the period |
- |
- |
|
|
|
Dividends |
- |
- |
( |
( |
|
At 31 December 2024 |
|
|
|
|
|
Share capital |
Capital redemption reserve |
Retained earnings |
Total |
|
|
At 1 July 2022 |
|
|
|
|
|
Profit for the period |
- |
- |
|
|
|
Dividends |
- |
- |
( |
( |
|
At 30 June 2023 |
648,000 |
142,800 |
8,258,810 |
9,049,610 |
Roythornes Holdings Limited
(formerly
Statement of Cash Flows for the Period from 1 July 2023 to 31 December 2024
|
Note |
2024 |
2023 |
|
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Cash flows from operating activities |
|||
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Profit for the period |
|
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|
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Adjustments to cash flows from non-cash items |
|||
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Depreciation and amortisation |
|
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Finance income |
( |
( |
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Finance costs |
|
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|
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Income tax expense |
|
|
|
|
|
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||
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Working capital adjustments |
|||
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Increase in debtors |
( |
( |
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Decrease in trade creditors |
( |
( |
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Increase/(decrease) in provisions |
|
( |
|
|
Cash generated from operations |
|
|
|
|
Income taxes paid |
( |
( |
|
|
Net cash flow from operating activities |
|
|
|
|
Cash flows from investing activities |
|||
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Interest received |
|
|
|
|
Acquisitions of tangible assets |
( |
( |
|
|
Proceeds from sale of tangible assets |
|
|
|
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Net cash flows from investing activities |
|
|
|
|
Cash flows from financing activities |
|||
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Interest paid |
( |
( |
|
|
Dividends paid |
( |
( |
|
|
Net cash flows from financing activities |
( |
( |
|
|
Net decrease in cash and cash equivalents |
( |
( |
|
|
Cash and cash equivalents at 1 July |
|
|
|
|
Cash and cash equivalents at 31 December |
577,432 |
1,008,154 |
|
|
Analysis of changes in net debt |
|
At 1 July 2023 |
Financing cash flows |
At 31 December 2024 |
|
|
Cash and cash equivalents |
|||
|
Cash |
1,008,154 |
(430,722) |
577,432 |
|
Borrowings |
|||
|
Short term borrowings |
(987,838) |
(166,469) |
(1,154,307) |
|
|
( |
( |
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Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
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General information |
The company is a private company limited by share capital, incorporated in England and Wales.
The company was formerly known as Roythornes Limited.
The address of its registered office is:
Transfer of trade and assets
On 2 January 2025, the company's trade and assets were transferred to Roythornes LLP (OC451865), an entity incorporated and registered in England and Wales.
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Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.
Basis of preparation
These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.
The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.
Group accounts not prepared
Going concern
After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.
Critical accounting judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
Key sources of estimation uncertainty
Goodwill and Intangible assets - The directors establish a reliable estimate of the useful life of goodwill and intangible assets arising on business combinations. This estimate is based on the variety of factors such as the expected use of the acquired business, the expected useful life of the cash generating units to which the goodwill is attributed, any legal, regulatory or contractual provisions that can limit useful life and assumptions that market participants would consider in respect of similar businesses.
Impairments of intangible assets - Significant judgement is involved in the process of identifying and evaluating intangible assets. Intangible assets with a finite life are reviewed for impairment when an impairment trigger is identified. Calculating any subsequent impairment, principally in the estimation of the future cash flows of the cash generating units and the discount rate applied to each cash generating unit involves judgement. The company prepares cash flow forecasts derived from the most recent financial budgets and financial plans approved by the directors and extrapolates cash flow beyond this time base on an estimated long term growth rate. The key assumptions are consistent with past experience and with external sources of information.
Impairment of fixed assets - The directors assess the impairment of property, plant and equipment and intangible assets subject to amortisation or depreciation whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Factors considered important that could trigger an impairment review include the following:
- Significant underperformance relative to historical or projected future operating results;
- Significant changes in the manner of the use of the acquired assets or the strategy for the overall
business; and
- Significant negative industry or economic trends
Amounts recoverable on contracts valuation - Significant judgement is applied in assessing the recoverable amount of unbilled work performed on behalf of a client. Consideration is given to the historic recovery rates of unbilled work when making the judgement. When work is undertaken where the ability to bill it is based upon contingent events, or is conditional on outcomes then unless the relevant event or outcome has been crystallised, or can be reliably foreseen, an appropriate provision is applied against such unbilled work. The carrying amount is £7,812,642 (2023 - £5,578,969).
Recoverability of debtors - Trade and other debtors are recognised to the extent that they are judged recoverable. The directors' reviews are performed to estimate the level of reserves required for irrecoverable debt. Provisions are made specifically against invoices where recoverability is uncertain. The directors make allowance for doubtful debts based on an assessment of the recoverability of debtors. Allowances are applied to debtors where events or changes in circumstances indicate that the carrying amounts may not be recoverable. The directors specifically analyse historical bad debts, customer creditworthiness, current economic trends and changes in customer payment terms when making a judgement to evaluate the adequacy of the provision for doubtful debts. Where the expectation is different from the original estimate, such difference will impact the carrying value of debtors and the charge in the profit or loss. The carrying amount is £250,354 (2023 - £334,689).
Provision - A provision is recognised when the company has a present legal or constructive obligation as a result of a past event for which it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. If the effect is material, provisions are determined by discounting the expected future cash flow at a rate that reflects the time value of money and the risks specific to the liability. Whether a present obligation is probable or not requires judgement. The nature and type of risks for these provisions differ and the directors' judgement is applied regarding the nature and extent of obligations in deciding if an outflow of resources is probable or not. The carrying amount is £75,000 (2023 - £65,000).
Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
Revenue recognition
Turnover is recognised at the fair value of the consideration received or receivable for goods and services
provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates. When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly In relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
Unbilled revenue is included in debtors as accrued income.
Certain services provided by the Company are undertaken on a contingent basis, and the Company is not entitled to revenue until such time as the contingency is satisfied. The Company accounts for such services at the balance sheet date at valuation less a provision for estimated recovery, on a matter by matter basis, and matches the costs deferred from one accounting period to the next against revenue when the Company becomes entitled to that revenue. Such contingent work in progress is included within amounts recoverable on contracts at the balance sheet date.
The valuation of contingent matters requires management to make significant estimates and judgements in relation to the likely future outcome of those matters. If it is considered likely that the matter will succeed, and that there will be recoveries sufficient to settle amounts due to the Company, the cost of services in progress at the balance sheet date is recognised in amounts recoverable on contracts. If there is doubt as to recovery, provision is made against costs incurred. If the contingency has been satisfied and the Company is entitled to revenue which will be paid at a future date, the amount to which the Company is entitled based on services provided is included in amounts recoverable on contracts. No profit is recognised until such time as the Company becomes entitled to it.
Tax
The tax expense represents the sum of the current tax expense and deferred tax expense. Current tax assets are recognised when tax paid exceeds the tax payable.
Current and deferred tax is charged or credited to profit or loss, except when it relates to items charged or credited to other comprehensive income or equity, when the tax follows the transaction or event it relates to and is also charged or credited to other comprehensive income, or equity.
Current tax assets and current tax liabilities and deferred tax assets and deferred tax liabilities are offset, if and only if, there is a legally enforceable right to set of the amounts and the entity intends either to settle on the net basis or to realise the asset and settle the liability simultaneously.
Current tax is based on taxable profit for the year. Current tax assets and liabilities are measured using tax rates that have been enacted or substantively enacted by the reporting date.
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled based on tax rates that have been enacted or substantively enacted by the reporting date.
Deferred tax liabilities are recognised In respect of all timing differences that exist at the reporting date.Timing differences are differences between taxable profits and total comprehensive income that arise from the inclusion of income and expenses in tax assessments in different periods from their recognition in the financial statements. Deferred tax assets are recognised only to the extent that it is probable that they will be recovered by the reversal of deferred tax liabilities or other future taxable profits.
Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
Tangible assets
Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
|
Asset class |
Depreciation method and rate |
|
Leasehold improvements |
Over the life of the lease |
|
Fixtures and fittings |
5 - 20 years straight line |
|
Office equipment |
4 - 5 years straight line |
Goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired.
If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
|
Asset class |
Amortisation method and rate |
|
Goodwill |
10 years straight line |
Investments
Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.
Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Trade debtors
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Dividends
Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
Financial instruments
Classification
Recognition and measurement
Impairment
A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.
The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.
Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.
For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
|
Turnover |
The whole of the turnover is attributable to the provision of legal services which arose in the United Kingdom.
Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
|
Operating profit |
Arrived at after charging/(crediting)
|
2024 |
2023 |
|
|
Depreciation expense |
|
|
|
Amortisation expense |
- |
|
|
Operating lease expense - property |
|
|
|
Operating lease expense - plant and machinery |
|
|
|
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
|
2024 |
2023 |
|
|
Wages and salaries |
|
|
|
Social security costs |
|
|
|
Pension costs, defined contribution scheme |
|
|
|
Other employee expense |
|
|
|
|
|
The average number of persons employed by the company (including directors) during the period, analysed by category was as follows:
|
2024 |
2023 |
|
|
Directors |
|
|
|
Fee earners |
|
|
|
Support staff |
|
|
|
Secretarial |
|
|
|
|
|
Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
|
Directors' remuneration |
The directors' remuneration for the period was as follows:
|
2024 |
2023 |
|
|
Remuneration |
|
|
|
Contributions paid to money purchase schemes |
|
|
|
868,260 |
352,019 |
During the period the number of directors whom were accruing retirement benefits under defined contribution schemes was as follows:
|
2024 |
2023 |
|
|
Accruing benefits under defined contribution schemes |
|
|
In respect of the highest paid director:
|
2024 |
2023 |
|
|
Remuneration |
|
|
|
Company contributions to money purchase pension schemes |
|
- |
For key management personnel detail see note 21.
|
Auditors' remuneration |
|
2024 |
2023 |
|
|
Audit of the financial statements |
|
|
|
Other fees to auditors |
||
|
Audit-related assurance services |
|
|
|
All other non-audit services |
|
|
|
|
|
Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
|
Taxation |
Tax charged/(credited) in the profit and loss account
|
2024 |
2023 |
|
|
Current taxation |
||
|
UK corporation tax |
|
|
The tax on profit before tax for the period is the same as the standard rate of corporation tax in the UK (2023 - the same as the standard rate of corporation tax in the UK) of
The differences are reconciled below:
|
2024 |
2023 |
|
|
Profit before tax |
|
|
|
Corporation tax at standard rate |
|
|
|
Tax (decrease)/increase from effect of capital allowances and depreciation |
( |
|
|
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
|
Tax decrease from other tax effects |
- |
( |
|
Total tax charge |
|
|
|
Intangible assets |
|
Goodwill |
|
|
Cost |
|
|
At 1 July 2023 and at 31 December 2024 |
|
|
Amortisation |
|
|
At 1 July 2023 and 31 December 2024 |
|
|
Carrying amount |
|
|
At 1 July 2023 and at 31 December 2024 |
- |
Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
|
Tangible assets |
|
Fixtures and fittings |
Office equipment |
Leasehold improvements |
Total |
|
|
Cost or valuation |
||||
|
At 1 July 2023 |
|
|
|
|
|
Additions |
|
|
|
|
|
Disposals |
( |
( |
( |
( |
|
At 31 December 2024 |
|
|
|
|
|
Depreciation |
||||
|
At 1 July 2023 |
|
|
|
|
|
Charge for the period |
|
|
|
|
|
Eliminated on disposal |
( |
( |
( |
( |
|
At 31 December 2024 |
|
|
|
|
|
Carrying amount |
||||
|
At 31 December 2024 |
|
|
|
|
|
At 30 June 2023 |
|
|
|
|
Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
|
Investments |
|
2024 |
2023 |
|
|
Investments in subsidiaries |
|
|
|
Subsidiaries |
£ |
|
Cost |
|
|
At 1 July 2023 and at 31 December 2024 |
|
|
Carrying amount |
|
|
At 1 July 2023 and at 31 December 2024 |
|
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
2024 |
2023 |
|||
|
Subsidiary undertakings |
||||
|
|
Enterprise Way
|
|
|
|
|
|
As shown above |
|
|
|
Both of the above entities are dormant.
|
Debtors |
|
2024 |
2023 |
|
|
Trade debtors |
|
|
|
Other debtors |
|
|
|
Prepayments |
|
|
|
Amounts recoverable on contracts |
|
|
|
|
|
Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
|
Creditors |
|
Note |
2024 |
2023 |
|
|
Due within one year |
|||
|
Amounts due to shareholders |
1,154,307 |
987,838 |
|
|
Trade creditors |
|
|
|
|
Amounts due to related parties |
|
|
|
|
Corporation tax liability |
977,981 |
420,365 |
|
|
Social security and other taxes |
|
|
|
|
Other creditors |
|
|
|
|
Accrued expenses |
|
|
|
|
Outstanding defined contribution pension costs |
|
|
|
|
|
|
|
Provisions |
|
Client claims |
|
|
At 1 July 2023 |
|
|
Additional provisions |
|
|
Provisions used |
( |
|
At 31 December 2024 |
|
|
|
|
|
Pension and other schemes |
Defined contribution pension scheme
The company operates a defined contribution pension scheme. The pension cost charge for the period represents contributions payable by the company to the scheme and amounted to £
Contributions totalling £
|
Share capital |
Allotted, called up and fully paid shares
|
2024 |
2023 |
|||
|
No. |
£ |
No. |
£ |
|
|
Ordinary A shares of £1 each |
648,000 |
648,000 |
648,000 |
648,000 |
Roythornes Holdings Limited
(formerly
Notes to the Financial Statements for the Period from 1 July 2023 to 31 December 2024
|
Obligations under leases and hire purchase contracts |
Operating leases
The total of future minimum lease payments is as follows:
|
2024 |
2023 |
|
|
Not later than one year |
|
|
|
Later than one year and not later than five years |
|
|
|
Later than five years |
|
|
|
|
|
|
Commitments |
Capital commitments
The total amount contracted for but not provided in the financial statements was £Nil (2023 - £
|
Financial guarantees |
The company has given guarantees to secure specific bank borrowings of some shareholders. At
31 December 2024, the bank borrowings that are subject to these guarantees amounted to £nil (2023 - £1,405,722).
Counter indemnities were in place for these guarantees and charges, which were satisfied on 4 March 2025.
|
Related party transactions |
Included within amounts due to shareholders are amounts owed to directors and key management personnel of the company of £947,284 (2023 - £466,800).
As at 31 December 2024, the company guaranteed specific bank borrowings of £nil (2023 - £117,521) for directors of the company. Counter indemnities were in place for these guarantees and charges were satisfied on 4 March 2025.
Remuneration of key management personnel, including directors, during the period totalled £1,671,303 (2023 - £760,196).
Dividends paid to the directors during the period amounted to £3,790,963 (2023 - £1,754,689).
The company pays rent for one office of £210,886 per annum, split between the personal pension schemes of directors and key management personnel (43%), shareholders not listed as directors (35%) and former directors (22%). There were no amounts outstanding at 31 December 2024 (2023 - £nil).
|
Ultimate controlling party |
In the opinion of the directors there is no one controlling party.
|
Transfer of trade and assets |
On 2 January 2025, the company's trade and assets were transferred to Roythornes LLP (OC451865), an entity incorporated and registered in England and Wales.