Caseware UK (AP4) 2024.0.164 2024.0.164 2024-12-312024-12-312024-12-31true0No description of principal activity2024-01-01false0falsefalse 11146249 2024-01-01 2024-12-31 11146249 2023-01-01 2023-12-31 11146249 2024-12-31 11146249 2023-12-31 11146249 2023-01-01 11146249 c:Director1 2024-01-01 2024-12-31 11146249 c:Director3 2024-01-01 2024-12-31 11146249 c:Director4 2024-01-01 2024-12-31 11146249 c:Director5 2024-01-01 2024-12-31 11146249 c:Director6 2024-01-01 2024-12-31 11146249 c:RegisteredOffice 2024-01-01 2024-12-31 11146249 d:PlantMachinery 2024-01-01 2024-12-31 11146249 d:FurnitureFittings 2024-01-01 2024-12-31 11146249 d:OfficeEquipment 2024-01-01 2024-12-31 11146249 d:CurrentFinancialInstruments 2024-12-31 11146249 d:CurrentFinancialInstruments 2023-12-31 11146249 d:Non-currentFinancialInstruments 2024-12-31 11146249 d:Non-currentFinancialInstruments 2023-12-31 11146249 d:Non-currentFinancialInstruments 1 2024-12-31 11146249 d:Non-currentFinancialInstruments 1 2023-12-31 11146249 d:CurrentFinancialInstruments d:WithinOneYear 2024-12-31 11146249 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 11146249 d:Non-currentFinancialInstruments d:AfterOneYear 2024-12-31 11146249 d:Non-currentFinancialInstruments d:AfterOneYear 2023-12-31 11146249 d:Non-currentFinancialInstruments d:BetweenTwoFiveYears 2024-12-31 11146249 d:Non-currentFinancialInstruments d:BetweenTwoFiveYears 2023-12-31 11146249 d:ShareCapital 2024-01-01 2024-12-31 11146249 d:ShareCapital 2024-12-31 11146249 d:ShareCapital 2023-12-31 11146249 d:ShareCapital 2023-01-01 11146249 d:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 11146249 d:RetainedEarningsAccumulatedLosses 2024-12-31 11146249 d:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 11146249 d:RetainedEarningsAccumulatedLosses 2023-12-31 11146249 d:RetainedEarningsAccumulatedLosses 2023-01-01 11146249 c:OrdinaryShareClass1 2024-01-01 2024-12-31 11146249 c:OrdinaryShareClass1 2024-12-31 11146249 c:OrdinaryShareClass1 2023-12-31 11146249 c:OrdinaryShareClass2 2024-01-01 2024-12-31 11146249 c:OrdinaryShareClass2 2024-12-31 11146249 c:OrdinaryShareClass2 2023-12-31 11146249 c:OrdinaryShareClass3 2024-01-01 2024-12-31 11146249 c:OrdinaryShareClass3 2024-12-31 11146249 c:OrdinaryShareClass3 2023-12-31 11146249 c:OrdinaryShareClass4 2024-01-01 2024-12-31 11146249 c:OrdinaryShareClass4 2024-12-31 11146249 c:OrdinaryShareClass4 2023-12-31 11146249 c:PreferenceShareClass1 2024-01-01 2024-12-31 11146249 c:PreferenceShareClass1 2024-12-31 11146249 c:PreferenceShareClass1 2023-12-31 11146249 c:PreferenceShareClass2 2024-01-01 2024-12-31 11146249 c:PreferenceShareClass2 2024-12-31 11146249 c:PreferenceShareClass2 2023-12-31 11146249 c:FRS102 2024-01-01 2024-12-31 11146249 c:Audited 2024-01-01 2024-12-31 11146249 c:FullAccounts 2024-01-01 2024-12-31 11146249 c:PrivateLimitedCompanyLtd 2024-01-01 2024-12-31 11146249 d:Subsidiary1 2024-01-01 2024-12-31 11146249 d:Subsidiary1 1 2024-01-01 2024-12-31 11146249 d:Subsidiary2 2024-01-01 2024-12-31 11146249 d:Subsidiary2 1 2024-01-01 2024-12-31 11146249 d:Subsidiary3 2024-01-01 2024-12-31 11146249 d:Subsidiary3 1 2024-01-01 2024-12-31 11146249 d:Subsidiary4 2024-01-01 2024-12-31 11146249 d:Subsidiary4 1 2024-01-01 2024-12-31 11146249 c:Consolidated 2024-12-31 11146249 c:ConsolidatedGroupCompanyAccounts 2024-01-01 2024-12-31 11146249 6 2024-01-01 2024-12-31 11146249 f:PoundSterling 2024-01-01 2024-12-31 xbrli:shares iso4217:GBP xbrli:pure
Company registration number: 11146249







ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2024


SAMPS GROUP LIMITED






































img302a.png                        

 


SAMPS GROUP LIMITED
 


 
COMPANY INFORMATION


Directors
S Moate 
A Wilson 
M McLoughlin 
P Mckenzie 
S Savkovic 




Registered number
11146249



Registered office
Unit A6 Brooklands Technology Park
Wellingborough Road

Sywell

Northampton

England

NN6 0BN




Independent auditor
Menzies LLP
Chartered Accountants & Statutory Auditor

95 Gresham Street

London

EC2V 7AB





 


SAMPS GROUP LIMITED
 



CONTENTS



Page
Group strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 9
Consolidated statement of comprehensive income
10
Consolidated statement of financial position
11
Company statement of financial position
12
Consolidated statement of changes in equity
13
Company statement of changes in equity
14
Consolidated statement of cash flows
15
Consolidated analysis of net debt
16
Notes to the financial statements
17 - 31


 


SAMPS GROUP LIMITED
 


 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their Strategic Report, Directors’ Report and the audited consolidated financial statements for the period ended 31 December 2024.

Principal activity and review of business
 
The principal activity of the Group is the manufacture, sale and distribution of accessories to the business to business sector for onward use primarily in the office furniture market.
The Group’s turnover for the year was £4.1m. This is a decrease over the previous year of 16%.
The Group’s supply chain is a combination of sourcing products from the Far East and from a wholly owned manufacturing subsidiary based in Serbia (Europe).
The results for the year are set out in the consolidated statement of total comprehensive income and consolidated statement of financial position, on pages 10 and 11.

Key performance indicators (KPI's)
 
The Directors utilise various Key Performance Indicators in order to measure the performance of the business. These include quotes, order intake, sales, gross margin, operating profit, inventory turnover, cash and debtor days.
       
Year ended        Year ended
      31 December 2024     31 December 2023
Turnover     4,078,724   4,839,408
Gross profit %     52%   55%
EBITDA     381,719   781,573
Net current (liabilities)/assets  870,340   631,739
Cash at Bank     367,798   327,331
Shareholders’ funds    (2,157,568)   (1,685,183)
The KPI’s used include:
 
Sales quotes – daily monitoring of the number of quotes issued to track customer changes and respond to demand for products.
Sales order intake and invoicing – daily monitoring of orders received, despatches and invoicing.
Gross Profit – the difference between the sales value and direct manufacturing and purchasing costs.
EBITDA – earnings before interest, taxation, depreciation and amortisation.
Net current assets, principally:
°Debtor days – being the length of time Customers take to pay for goods received.
°Creditor days – being the length of time the Group take to pay Suppliers.
°Stock levels – being the number of days stock held and therefore the rate of turnover of that stock.
°Cash at Bank – daily monitoring of the Cash balances held.
°Shareholders’ funds – being the total equity value due to the Shareholders.

Future developments

The company is continuing to take action to improve and consolidate its future profitability by expanding its portfolio and entering new markets, especially outside of the UK.
As in previous years the directors continue to monitor external factors affecting the business i.e. geopolitical issues, exchange rate fluctuations, oil and gas prices and inflation.
Additionally, the directors continue to carefully plan, execute and monitor the development of the business with the ongoing uncertainties within the UK/European economy and have taken all necessary and reasonable steps to safeguard supply chains and business opportunities.

Page 1

 


SAMPS GROUP LIMITED
 



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

Principal risks and uncertainties

The Group has continued to efficiently manage its resources and maintain strong relationships with its customers and suppliers. Steps have continued to be taken during the year to safeguard stock availability and to forge stronger relationships with key strategic customers and suppliers. Steps have been taken to audit our supply chain as appropriate.
In addition, there is a continued focus on new product development to ensure that the Group continues to move with customer demand for new products and product improvements.
The directors are confident in the future growth prospects of the Growth, however remain cautious due to recent trends in the office workplace (home working, co-working & hot desking) planning to address this with new and updated product developments.
The directors have considered the risks facing the company and continually address these to minimise any future impact.
The main risks and uncertainties of the Group are somewhat similar to the prior year in respect of the future potential impact of the ongoing geopolitical issues, exchange rate uncertainty, oil and gas price increases and inflation.
The directors expect sales to remain robust in the forthcoming year supported by a positive cash position as set out in the balance sheet as at 31 December 2024.
The Group is in constant contact with all Stakeholders, including Debt providers and Equity investors. The Directors are confident that based on the business liquidity position, the current order book and the associated business forecasts, that the company is in a Going Concern position.
The Group is aware of the risks of raw material cost increases, most notably the movements in polymer, and metal prices, power and shipping costs. Market prices are regularly monitored to ensure that the best prices are obtained, and any risks are subsequently mitigated.
Movements in exchange rates, specifically US dollar and the Euro, continue to impact the business. These risks are mitigated by the constant monitoring of supply options, and when necessary, the increasing of prices to Customers.
The Group continues to take adequate measures to mitigate potential warehousing and inventory losses in relation to storage of the products.
The credit risk arising from Customers is managed using robust procedures which include the regular monitoring of credit limits, the monitoring of payment history and by using credit reference agencies.
The directors continue to consider all of the above risks facing the Group and continually monitor these and any others as they arise, and take necessary action in order to minimise any future impact.

Employees
 
The Group’s policy is to consult and discuss with employees through staff meetings on matters likely to affect employees’ interests. Information on matters of concern to employees is given through briefings and this typically includes matters affecting the performance of the business.
The Group is committed to a policy of treating all its employees and job applicants equally. None shall receive less favourable treatment or consideration on the grounds of race, colour, religion, nationality, ethnic origin, sex, disability, sexual orientation or marital status or shall be disadvantaged by any conditions of employment that cannot be justified as necessary on operational grounds.
The Group is in full compliance of statutory legislation with regard to all of the above.

Page 2

 


SAMPS GROUP LIMITED
 



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


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



................................................
P Mckenzie
Director

Date: 30 September 2025

Page 3

 


SAMPS GROUP 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 judgements and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the 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 2006They 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.

Directors

The directors who served during the year were:

S Moate 
A Wilson 
M McLoughlin 
P Mckenzie 
S Savkovic 

Matters covered in the Group strategic report

In accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013, the Strategic Report preceding the Directors' Report includes information that would have formerly been included in the business review and the principal risks and uncertainties of the Directors' Report. 

Page 4

 


SAMPS GROUP 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.

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





................................................
P Mckenzie
Director

Date: 30 September 2025

Page 5

 


SAMPS GROUP LIMITED
 

img1e51.png
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SAMPS GROUP LIMITED

Opinion


We have audited the financial statements of SAMPS Group 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 statement of financial position, the Company statement of financial position, 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 policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


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


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.


Other information


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


We have nothing to report in this regard.


Page 6

 


SAMPS GROUP LIMITED


img1402.png
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SAMPS GROUP LIMITED (CONTINUED)

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 4, 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 7

 


SAMPS GROUP LIMITED


img6b2c.png
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SAMPS GROUP 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:

The Group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation. We determined that the following laws and regulations were most significant.
 
The Companies Act 2006;
Financial Reporting Standard 102;
UK employment legislation;
UK tax legislation.

We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
We understood how the Group is complying with those legal and regulatory frameworks by making inquiries to management.
The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations. The assessment did not identify any issues
in this area.
We assessed the susceptibility of the Group financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:
 
Identifying and assessing the measures management has in place to prevent and detect fraud;
Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;
Challenging assumptions and judgments made by management in its significant accounting estimates; and
Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.

As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:
 
The application of inappropriate judgements or estimation to manipulate the financial position in the calculation of the year end provisions.
Posting of unusual journals and complex transactions.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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.


Page 8

 


SAMPS GROUP LIMITED


img12e9.png
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SAMPS GROUP LIMITED (CONTINUED)

Use of our report
 

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





Andrew Wooding FCA (Senior statutory auditor)
  
for and on behalf of
Menzies LLP
 
Chartered Accountants
Statutory Auditor
  
95 Gresham Street
London
EC2V 7AB

30 September 2025
Page 9

 


SAMPS GROUP LIMITED
 


 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
Note
£
£

  

Turnover
 4 
4,078,724
4,839,408

Cost of sales
  
(1,966,035)
(2,160,004)

Gross profit
  
2,112,689
2,679,404

Administrative expenses
  
(2,242,289)
(2,417,942)

Operating (loss)/profit
 5 
(129,600)
261,462

Interest receivable and similar income
  
6,412
-

Interest payable and similar expenses
 9 
(326,105)
(310,531)

Loss before taxation
  
(449,293)
(49,069)

Tax on loss
 10 
(18,772)
(42,619)

Loss for the financial year
  
(468,065)
(91,688)

  

Currency translation differences
  
(4,320)
(31,225)

Other comprehensive income for the year
  
(4,320)
(31,225)

Total comprehensive income for the year
  
(472,385)
(122,913)

(Loss) for the year attributable to:
  

Owners of the parent Company
  
(468,065)
(91,688)

  
(468,065)
(91,688)

Total comprehensive income for the year attributable to:
  

Owners of the parent Company
  
(472,385)
(122,913)

  
(472,385)
(122,913)

The notes on pages 17 to 31 form part of these financial statements.

Page 10

 


SAMPS GROUP LIMITED
REGISTERED NUMBER:11146249



CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 11 
624,663
1,093,162

Tangible assets
 12 
232,438
156,527

  
857,101
1,249,689

Current assets
  

Stocks
  
859,965
885,124

Debtors: amounts falling due within one year
 14 
945,229
1,198,280

Cash at bank and in hand
 15 
367,798
327,331

  
2,172,992
2,410,735

Creditors: amounts falling due within one year
 16 
(1,302,652)
(1,778,996)

Net current assets
  
 
 
870,340
 
 
631,739

Total assets less current liabilities
  
1,727,441
1,881,428

Creditors: amounts falling due after more than one year
 17 
(3,875,190)
(3,566,611)

Deferred taxation
 19 
(9,819)
-

  
 
 
(9,819)
 
 
-

Net liabilities
  
(2,157,568)
(1,685,183)


Capital and reserves
  

Called up share capital 
 20 
10,773
10,773

Profit and loss account
 21 
(2,168,341)
(1,695,956)

Equity attributable to owners of the parent Company
  
(2,157,568)
(1,685,183)


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




................................................
P Mckenzie
Director

Date: 30 September 2025

The notes on pages 17 to 31 form part of these financial statements.

Page 11

 


SAMPS GROUP LIMITED
REGISTERED NUMBER:11146249



COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 13 
6,058,871
5,750,291

  
6,058,871
5,750,291

Current assets
  

Debtors: amounts falling due within one year
 14 
2,118,164
2,090,037

Cash at bank and in hand
 15 
-
360

  
2,118,164
2,090,397

Creditors: amounts falling due within one year
 16 
(3,288,289)
(3,337,970)

Net current liabilities
  
 
 
(1,170,125)
 
 
(1,247,573)

Total assets less current liabilities
  
4,888,746
4,502,718

  

Creditors: amounts falling due after more than one year
 17 
(3,875,190)
(3,566,611)

  

Net assets
  
1,013,556
936,107


Capital and reserves
  

Called up share capital 
 20 
10,773
10,773

Profit and loss account brought forward
  
925,334
954,455

Profit/(loss) for the year
  
77,449
(29,121)

Profit and loss account carried forward
  
1,002,783
925,334

  
1,013,556
936,107


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




................................................
P Mckenzie
Director

Date: 30 September 2025

The notes on pages 17 to 31 form part of these financial statements.

Page 12

 


SAMPS GROUP LIMITED
 



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


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2023
10,773
(1,573,043)
(1,562,270)


Comprehensive income for the year

Loss for the year
-
(91,688)
(91,688)

Currency translation differences
-
(31,225)
(31,225)



At 1 January 2024
10,773
(1,695,956)
(1,685,183)


Comprehensive income for the year

Loss for the year
-
(468,065)
(468,065)

Currency translation differences
-
(4,320)
(4,320)
Total comprehensive income for the year
-
(472,385)
(472,385)


At 31 December 2024
10,773
(2,168,341)
(2,157,568)


The notes on pages 17 to 31 form part of these financial statements.

Page 13

 


SAMPS GROUP LIMITED
 



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


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2023
10,773
954,455
965,228


Comprehensive income for the year

Loss for the year
-
(29,121)
(29,121)



At 1 January 2024
10,773
925,334
936,107


Comprehensive income for the year

Profit for the year
-
77,449
77,449
Total comprehensive income for the year
-
77,449
77,449


At 31 December 2024
10,773
1,002,783
1,013,556


The notes on pages 17 to 31 form part of these financial statements.

Page 14

 


SAMPS GROUP LIMITED
 



CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
£
£

Cash flows from operating activities

Loss for the financial year
(468,065)
(91,688)

Adjustments for:

Amortisation of intangible assets
468,499
468,499

Depreciation of tangible assets
43,812
51,612

Loss on disposal of tangible assets
2,181
-

Interest payable
330,063
310,531

Interest received
6,412
-

Taxation charge
18,772
42,619

Decrease in stocks
25,159
106,303

Decrease/(increase) in debtors
253,051
(431,529)

(Decrease) in creditors
(472,897)
(61,892)

Corporation tax (paid)
(33,884)
(21,056)

Foreign exchange
5,840
(18,486)

Interest received
(6,412)
-

Net cash generated from operating activities

172,531
354,913


Cash flows from investing activities

Purchase of tangible fixed assets
(132,064)
(38,616)

Net cash used in investing activities

(132,064)
(38,616)

Cash flows from financing activities

Repayment of loans
-
(165,227)

Interest paid
-
(32,527)

Net cash used in financing activities
-
(197,754)

Net increase in cash and cash equivalents
40,467
118,543

Cash and cash equivalents at beginning of year
327,331
208,788

Cash and cash equivalents at the end of year
367,798
327,331


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
367,798
327,331

367,798
327,331


The notes on pages 17 to 31 form part of these financial statements.

Page 15

 


SAMPS GROUP LIMITED
 



CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2024





At 1 January 2024
Cash flows
Other non-cash changes
At 31 December 2024
£

£

£

£

Cash at bank and in hand

327,331

40,467

-

367,798

Debt due after 1 year

(3,566,611)

-

(308,579)

(3,875,190)


(3,239,280)
40,467
(308,579)
(3,507,392)

The notes on pages 17 to 31 form part of these financial statements.

Page 16

 


SAMPS GROUP LIMITED
 


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

1.


General information

SAMPS Group Limited is a private company limited by shares and registered in England and Wales. The address of its registered office is disclosed on the Company information page. The principal activity of the Group and the nature of the Group's operations are set out in the Strategic Report. 

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 judgement 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 Statement of financial position, 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.

 
2.3

Going concern

The UK business and existing markets outside of the UK generally continue to grow and there is continued successful expansion into new and existing overseas markets. Recent achievement of the appropriate accreditation has allowed the Company to enter into the Saudi Arabian market place.
On the basis of the continued support from their principal funders being provided the Directors have adopted the going concern basis of accounting in preparing the financial statements. In particular, the existing Loan Note long stop dates have been extended from 31 December 2025 to 31 December 2028 for both ABLI and SAMPS.

Page 17

 


SAMPS GROUP LIMITED
 


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

2.Accounting policies (continued)

 
2.4

Foreign currency translation

The Company's functional and presentational currency is GBP.
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss.
On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

  
2.5

Disclosure exemptions

The parent company satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following reduced disclosures available under FRS 102 in respect of the company:

 (a) No cash flow statement has been presented.
 (b) Disclosures in respect of financial instruments have not been presented.
 (c) No disclosure has been given for the aggregate remuneration of key management personnel.

  
2.6

Turnover

The turnover shown in the Consolidated statement of comprehensive income represents amounts receivable for goods sold during the year in the normal course of the business, net of trade discounts, VAT and other sales and related taxes. 

 
2.7

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.

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

 
2.8

Finance costs

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

Page 18

 


SAMPS GROUP LIMITED
 


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

2.Accounting policies (continued)

 
2.9

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 reporting 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 Statement of financial position 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;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances                     have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control.

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 reporting date.

  
2.10

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.

Amortisation is provided on the following bases:

Goodwill                                  -  8 years straight line

Page 19

 


SAMPS GROUP LIMITED
 


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

2.Accounting policies (continued)

 
2.11

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.

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

Depreciation is provided on the following basis:

Plant and machinery
-
25%
on reducing balance
Fixtures and fittings
-
15%
on reducing balance
Equipment
-
33%
on cost

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.

 
2.12

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.13

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

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

 
2.14

Provisions for liabilities

Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the Statement of financial position date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Statement of financial position.

 
2.15

Financial instruments

The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, and loans to related parties.

Page 20

 


SAMPS GROUP LIMITED
 


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

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Significant judgements
Management are of the opinion that there are no significant judgements (apart from those involving estimations) made in the process of applying the entity's accounting policies.
Key sources of estimation uncertainty
Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. The key assumptions and other sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are as follows:
Impairment of subsidiary and goodwill
Determining whether an investment or goodwill is impaired requires an estimation of its fair value. This is based on the future operating performance of the individual entities.
Impairment of stock and trade debtors
The management include impairment provisions for any potential obsolete stock or irrecoverable trade debtors which are estimated based on the age of the stock or trade debtors and provide fully against any known irrecoverable amounts.


4.


Turnover

The whole of the turnover is attributable to the sale of accessories used in the office furniture market.

Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
3,155,100
3,750,604

Rest of Europe
923,624
1,088,804

4,078,724
4,839,408



5.


Operating (loss)/profit

The operating profit/(loss) is stated after (crediting)/charging:

2024
2023
£
£

Exchange differences
29,398
(21,877)

Other operating lease rentals
75,829
83,427

Page 21

 


SAMPS GROUP LIMITED
 


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

6.

Auditor's remuneration

During the year, the Group obtained the following services from the Company's auditor:

2024
2023
        £
        £
Fees payable to the Company's auditor for the audit of the consolidated and parent Company's financial statements

17,750

14,500
 

17,750

14,500
 


7.


Employees

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


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


Wages and salaries
918,253
962,650
-
-

Social security costs
39,342
37,353
-
-

Cost of defined contribution scheme

6,353
6,114
-
-

963,948
1,006,117
-
-


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


        2024
        2023
            No.
            No.







Admin
12
12



Sales
5
4



Production
27
28

44
44

The Company has no employees other than the directors, who did not receive any remuneration (2023 - £NIL)

8.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
255,604
235,952


Additionally, the Group made payments of £61,430 (2023 - £152,642) to entities with a common director.


Page 22

 


SAMPS GROUP LIMITED
 


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

9.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
645
3,930

Other loan interest payable
308,580
278,004

Other interest payable
16,880
28,597

326,105
310,531

Page 23

 


SAMPS GROUP LIMITED
 


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

10.


Taxation


2024
2023
£
£


Foreign tax


Foreign tax on income for the year
12,321
43,569

12,321
43,569

Total current tax
12,321
43,569

Deferred tax


Origination and reversal of timing differences
6,451
(950)

Total deferred tax
6,451
(950)


Taxation on profit on ordinary activities
18,772
42,619

Factors affecting tax charge for the year

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

2024
2023
£
£


Loss on ordinary activities before tax
(449,293)
(49,069)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)
(112,323)
(11,531)

Effects of:


Non-tax deductible amortisation of goodwill and impairment
117,125
110,191

Expenses not deductible for tax purposes
(3,142)
104

Lower rate taxes on overseas earnings
3,466
(24,290)

Non-taxable income
(277)
-

Other differences leading to an increase in the tax charge
(13,703)
(59)

Deferred tax not recognised
27,626
(31,796)

Total tax charge for the year
18,772
42,619


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 24

 


SAMPS GROUP LIMITED
 


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

11.


Intangible assets

Group





Goodwill

£



Cost


At 1 January 2024
3,747,990



At 31 December 2024

3,747,990



Amortisation


At 1 January 2024
2,654,828


Charge for the year on owned assets
468,499



At 31 December 2024

3,123,327



Net book value



At 31 December 2024
624,663



At 31 December 2023
1,093,162



Page 25

 


SAMPS GROUP LIMITED
 


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

12.


Tangible fixed assets

Group






Plant and machinery
Motor vehicles
Fixtures and fittings
Office equipment
Total

£
£
£
£
£



Cost or valuation


At 1 January 2024
281,447
-
34,064
(20,120)
295,391


Additions
76,254
41,335
11,930
2,545
132,064


Disposals
(3,173)
-
-
-
(3,173)


Exchange adjustments
(10,160)
-
-
-
(10,160)



At 31 December 2024

344,368
41,335
45,994
(17,575)
414,122



Depreciation


At 1 January 2024
146,340
-
16,578
(24,054)
138,864


Charge for the year on owned assets
36,976
2,273
3,121
1,442
43,812


Disposals
(992)
-
-
-
(992)



At 31 December 2024

182,324
2,273
19,699
(22,612)
181,684



Net book value



At 31 December 2024
162,044
39,062
26,295
5,037
232,438



At 31 December 2023
135,107
-
17,486
3,934
156,527

Page 26

 


SAMPS GROUP LIMITED
 


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

13.


Fixed asset investments

Company





Investments in subsidiary companies
Loans to subsidiaries
Total

£
£
£



Cost


At 1 January 2024
3,041,405
2,821,386
5,862,791


Additions
-
308,580
308,580



At 31 December 2024

3,041,405
3,129,966
6,171,371



Impairment


At 1 January 2024
112,500
-
112,500



At 31 December 2024

112,500
-
112,500



Net book value



At 31 December 2024
2,928,905
3,129,966
6,058,871



At 31 December 2023
2,928,905
2,821,386
5,750,291

The above loans are repayable on or before 31 December 2028. The loans were discounted at the interest rates previously applying on the loans (between 10% and 11.72%) and the unwinding of the interest on the loans in the year has been recognised as an increase in the investment in the subsidary companies, as shown above.


Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

ABL Investments Limited
A6 Wellingborough Road, Sywell, Northampton, England, NN6 0BN
Ordinary and Preference
100%
Accessory Bits Limited
A6 Wellingborough Road, Sywell, Northampton, England, NN6 0BN
Ordinary
100%
ABL Production d.o.o.
Lava Tolstoja 25,    32000 Cacak Serbia
Ordinary
100%
Deskbuzz Limited
A6 Wellingborough Road, Sywell, Northampton, England, NN6 0BN
Ordinary
100%

Page 27

 


SAMPS GROUP LIMITED
 


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

14.


Debtors

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


Trade debtors
645,758
905,324
25
25

Amounts owed by group undertakings
-
-
2,003,920
2,003,920

Other debtors
69,229
43,443
-
-

Prepayments and accrued income
87,917
144,175
-
-

Tax recoverable
142,325
105,338
114,219
86,092

945,229
1,198,280
2,118,164
2,090,037



15.


Cash and cash equivalents

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

Cash at bank and in hand
367,798
327,331
-
360

367,798
327,331
-
360



16.


Creditors: Amounts falling due within one year

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

Trade creditors
94,598
245,566
5,157
5,557

Amounts owed to group undertakings
-
-
2,244,307
2,201,398

Corporation tax
-
21,563
-
-

Other taxation and social security
92,027
128,983
-
-

Other creditors
1,044,593
1,136,225
1,018,225
1,110,415

Accruals and deferred income
71,434
246,659
20,600
20,600

1,302,652
1,778,996
3,288,289
3,337,970



Page 28

 


SAMPS GROUP LIMITED
 


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

17.


Creditors: Amounts falling due after more than one year

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

Shareholders' loans
3,129,965
2,821,386
3,129,965
2,821,386

Share capital treated as debt
745,225
745,225
745,225
745,225

3,875,190
3,566,611
3,875,190
3,566,611


Disclosure of the terms and conditions attached to the non-equity shares is made in note 20.



18.


Loans


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

Amounts falling due within one year

Amounts falling due 2-5 years

Shareholders' loans
3,129,965
2,821,386
3,129,965
2,821,386


3,129,965
2,821,386
3,129,965
2,821,386


The shareholders' loans are secured by means of a fixed and floating charge over the assets of the parent and its subsidiary undertakings which cover the redemption value of £3,472,500. The above loans are repayable on or before 31 December 2028, with the loans being extended post year end in July 2025. The loans were discounted at the interest rates previously applying on the loans (between 10% and 11.72%) and the unwinding of the interest on the loans in the year has been recognised as an increase in the financial liability, as shown above.
The terms of the loans restrict the Group from making significant acquisitions or disposals without the consent of the lender.


19.


Deferred taxation


Group



2024


£






Charged to profit or loss
(9,819)



At end of year
(9,819)

Page 29

 


SAMPS GROUP LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
19.Deferred taxation (continued)

The deferred taxation balance is made up as follows:

Group
2024
£

Accelerated capital allowances
(9,819)

(9,819)


20.


Share capital

2024
2023
£
£
Shares classified as equity

Allotted, called up and fully paid



727,271 (2023 - 727,271) A Ordinary shares of £0.010 each
7,273
7,273
294,000 (2023 - 294,000) B Ordinary shares of £0.010 each
2,940
2,940
50,651 (2023 - 50,651) C Ordinary shares of £0.010 each
507
507
5,349 (2023 - 5,349) Deferred Shares shares of £0.010 each
53
53

10,773

10,773

The holder of an A Ordinary share, B Ordinary share or C Ordinary Share who (being an individual) is present in person or is present by a representive shall have one vote. 
The Preferred Ordinary shares, Preferred A Ordinary shares do not confer any right to receive notice of, attend or speak at or vote at a general meeting of the Company and shall not entitle their holders to receive, or to exercise voting rights in respect of, any written resolution of the Company.

2024
2023
£
£
Shares classified as debt

Allotted, called up and fully paid



330,000 (2023 - 330,000) Preferred Ordinary Shares shares of £0.001 each
330,000
330,000
415,225 (2023 - 415,225) Preferred A Ordinary Shares shares of £0.001 each
415,225
415,225

745,225

745,225


Included in creditors (amounts falling due after more than one year) is £220,118 (2023: £220,118) of preference share dividend (accounted for as interest payable) which is in arrears. The amounts in arrears relate to the period from 1 October 2019 to 30 September 2022 and are £99,090 and £121,028 for the Preferred Ordinary and Preferred A Ordinary Shares respectively.

Page 30

 


SAMPS GROUP LIMITED
 


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

21.


Reserves

Profit and loss account

This reserve records retained earnings and accumulated losses. 


22.


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
37,774
6,360

Later than 1 year and not later than 5 years
121,716
-

159,490
6,360

23.


Related party transactions

The company has taken advantage of the exemption in FRS 102 33.1A not to disclose transactions entered into between two or more members of the group where subsidiaries party to the transaction are wholly owned members of the group. The balances outstanding with the company are shown in aggregate in debtors and creditors under amounts owned by and to group undertakings respectively.
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the group, directly or indirectly, including any director (whether executive or otherwise) of the group. The directors are of the opinion that those persons for the group are the directors of SAMPS Group  Limited only, and the aggregate of their remuneration is already disclosed in the notes to these accounts.
Transactions with significant shareholders
The company has loans with certain significant shareholders. The balances outstanding with the company are shown in aggregate in creditors under the heading "shareholders' loans". The details of the loan interest payable on these loans is given in the note "Interest payable and similar charges" under the heading "Other loan interest payable".


24.


Controlling party

The directors are of the opinion that there is no ultimate controlling party.

 
Page 31