Caseware UK (AP4) 2024.0.164 2024.0.164 32023-10-01falseHolding company3falsefalsefalse NI681185 2023-10-01 2024-09-30 NI681185 2022-10-01 2023-09-30 NI681185 2024-09-30 NI681185 2023-09-30 NI681185 2022-10-01 NI681185 1 2023-10-01 2024-09-30 NI681185 d:Director1 2023-10-01 2024-09-30 NI681185 d:Director2 2023-10-01 2024-09-30 NI681185 d:Director3 2023-10-01 2024-09-30 NI681185 d:RegisteredOffice 2023-10-01 2024-09-30 NI681185 d:Agent1 2023-10-01 2024-09-30 NI681185 c:PlantMachinery 2023-10-01 2024-09-30 NI681185 c:MotorVehicles 2023-10-01 2024-09-30 NI681185 c:FurnitureFittings 2023-10-01 2024-09-30 NI681185 c:OfficeEquipment 2023-10-01 2024-09-30 NI681185 c:FreeholdInvestmentProperty 2023-10-01 2024-09-30 NI681185 c:FreeholdInvestmentProperty 2024-09-30 NI681185 c:FreeholdInvestmentProperty 2023-09-30 NI681185 c:CurrentFinancialInstruments 2024-09-30 NI681185 c:CurrentFinancialInstruments 2023-09-30 NI681185 c:CurrentFinancialInstruments c:WithinOneYear 2024-09-30 NI681185 c:CurrentFinancialInstruments c:WithinOneYear 2023-09-30 NI681185 c:ShareCapital 2023-10-01 2024-09-30 NI681185 c:ShareCapital 2024-09-30 NI681185 c:ShareCapital 2023-09-30 NI681185 c:ShareCapital 2022-10-01 NI681185 c:RetainedEarningsAccumulatedLosses 2023-10-01 2024-09-30 NI681185 c:RetainedEarningsAccumulatedLosses 2024-09-30 NI681185 c:RetainedEarningsAccumulatedLosses 2022-10-01 2023-09-30 NI681185 c:RetainedEarningsAccumulatedLosses 2023-09-30 NI681185 c:RetainedEarningsAccumulatedLosses 2022-10-01 NI681185 d:OrdinaryShareClass1 2023-10-01 2024-09-30 NI681185 d:OrdinaryShareClass1 2024-09-30 NI681185 d:OrdinaryShareClass1 2023-09-30 NI681185 d:FRS102 2023-10-01 2024-09-30 NI681185 d:Audited 2023-10-01 2024-09-30 NI681185 d:FullAccounts 2023-10-01 2024-09-30 NI681185 d:PrivateLimitedCompanyLtd 2023-10-01 2024-09-30 NI681185 d:Consolidated 2024-09-30 NI681185 d:ConsolidatedGroupCompanyAccounts 2023-10-01 2024-09-30 NI681185 2 2023-10-01 2024-09-30 NI681185 6 2023-10-01 2024-09-30 NI681185 e:PoundSterling 2023-10-01 2024-09-30 xbrli:shares iso4217:GBP xbrli:pure

Registered number: NI681185










Breezemount Group Holdings Limited










Directors' report and financial statements

For the year ended 30 September 2024

 
Breezemount Group Holdings Limited
 

Company Information


Directors
Aaron Shields 
Amanda Shields 
Ian James Maccorkell 




Registered number
NI681185



Registered office
Garvey Studios
8-10 Longstone Street

Lisburn

Co. Antrim

BT28 1TP




Independent auditor
Sumer Auditco NI Limited
Statutory Auditors

Glendinning House

6 Murray Street

Belfast

BT1 6DN




Bankers
AIB
35 University Road

Belfast

BT7 1ND




Solicitors
MacCorkell Legal & Commercial
Garvey Studios

8-10 Longstone Street

Lisburn

BT28 1TP





 
Breezemount Group Holdings Limited
 

Contents



Page
Group strategic report
 
1
Directors' report
 
2 - 3
Independent auditor's report
 
4 - 7
Consolidated statement of comprehensive income
 
8
Consolidated balance sheet
 
9
Company balance sheet
 
10
Consolidated statement of changes in equity
 
11
Company statement of changes in equity
 
12
Consolidated statement of cash flows
 
13 - 14
Consolidated analysis of net debt
 
15
Notes to the financial statements
 
16 - 33


 
Breezemount Group Holdings Limited
 

Group strategic report
For the year ended 30 September 2024

Introduction
 
The directors present their Strategic report for the year ended 30 September 2024.

Business review
 
The principal activities of the Group was the provision of logistics and home delivery services for both retail and e-commerce clients throughout the UK, operating from a number of distribution locations.  The Group also holds a number of properties for investment purposes.
The results for the Group show a pre-tax profit of £863,337 (2023: £764,116) for the year ended 30 September 2024 and turnover for the year of £20,903,074 (2023: £20,088,702). The Group’s net assets at 30 September 2024 were £10,063,147 (2023: £9,173,280). The directors consider the results for the year and the position of the Group at the year end to be satisfactory.

Principal risks and uncertainties
 
The Group's operations expose it to a variety of financial risks including liquidity risk. The Group has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the Company by monitoring levels of debt finance and the related finance costs.
Given the size of the Group, the directors have not delegated the responsibility of monitoring the financial risk management to a sub-committee of the board. The policies set by the board of directors are implemented by the Group's finance department.
Price risk
The Group is exposed to commodity price risk as a result of its operations. However, given the size of the Group's operations, the costs of managing exposure to commodity price risk exceed any potential benefits. The directors will revisit the appropriateness of this policy should the Group's operations change in size or nature. The Group has no exposure to equity securities price risk as it holds no listed or other equity investments.
Credit risk
Credit risk arises from cash and cash equivalents with banks and financial institutions, as well as credit exposure to customers. The Group has implemented policies that require appropriate credit checks on potential customers before sales are made. The amount of exposure to individual customers is subject to a limit, which is reassessed regularly by the board. The financial position of banks and financial institutions utilised is regularly assessed by the board of directors.
Liquidity risk
In order to maintain liquidity to ensure that sufficient funds are available for ongoing operations and future development, the Group uses bank and group financing facilities as required.

Financial key performance indicators
 
The Group considers profit before tax to be an important indicator of underlying performance of the business which was £863,337 (2023: £764,116).


This report was approved by the board on 29 September 2025 and signed on its behalf.



Aaron Shields
Director

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Page 1

 
Breezemount Group Holdings Limited
 

 
Directors' report
For the year ended 30 September 2024

The directors present their report and the financial statements for the year ended 30 September 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.

Results and dividends

The profit for the year, after taxation, amounted to £947,764 (2023: £508,215).

A dividend of £58,000 (2023: £Nil) has been paid during the year.

Directors

The directors who served during the year were:

Aaron Shields 
Amanda Shields 
Ian James Maccorkell 

Future developments

Subsidiary entities within the Group have ceased trading post year end.

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Page 2

 
Breezemount Group Holdings Limited
 

 
Directors' report (continued)
For the year ended 30 September 2024

Disclosure of information to auditor

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

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

Post balance sheet events

Subsidiary entities within the Group have ceased trading on 31 March 2025 due to the decision to terminate a contract with a key customer.

Auditor

The auditor, Sumer Auditco NI Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 29 September 2025 and signed on its behalf.
 





Aaron Shields
Director

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Page 3

 
Breezemount Group Holdings Limited
 

 
Independent auditor's report to the members of Breezemount Group Holdings Limited
 

Opinion


We have audited the financial statements of Breezemount Group Holdings Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 30 September 2024, which comprise the Consolidated statement of comprehensive income, the Consolidated analysis of net debt, the Consolidated balance sheet, the Company balance sheet, the Consolidated statement of cash flows, the Consolidated statement of changes in equity, the Company statement of changes in equity and the related notes, including a summary of significant accounting 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 30 September 2024 and of the Group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


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


Conclusions relating to going concern


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


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


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


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Page 4

 
Breezemount Group Holdings Limited
 

 
Independent auditor's report to the members of Breezemount Group Holdings Limited (continued)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's report thereon. The directors are responsible for the other information contained within the Annual 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.


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.


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Page 5

 
Breezemount Group Holdings Limited
 

 
Independent auditor's report to the members of Breezemount Group Holdings Limited (continued)


Responsibilities of directors
 

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


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


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:

We gained an understanding of the legal and regulatory framework applicable to the Company and the industry in which they operate, and considered the risk of acts by the Company that were contrary to applicable laws and regulations, including fraud. We considered the opportunities and incentives that may exist within the Company for fraud and identified the greatest potential for fraud in the following areas: management override of controls and fraud risk relating to revenue.
We designed audit procedures to respond to these risks, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. Our audit procedures included: enquiries of management about their own identification and assessment of risks of irregularities, testing the design and implementation of controls relating to the risks, sample testing of journals posted during the year, revenue cut off testing and agreeing a sample of revenue items to dispatch documentation.


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.


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Page 6

 
Breezemount Group Holdings Limited
 

 
Independent auditor's report to the members of Breezemount Group Holdings 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.





Adrian Patton (Senior statutory auditor)
  
for and on behalf of
Sumer Auditco NI Limited
 
Statutory Auditors
  
Glendinning House
6 Murray Street
Belfast
BT1 6DN

29 September 2025
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Page 7

 
Breezemount Group Holdings Limited
 

Consolidated statement of comprehensive income
For the year ended 30 September 2024

2024
2023
Note
£
£

  

Turnover
 4 
20,903,074
20,088,702

Cost of sales
  
(9,373,104)
(8,285,058)

Gross profit
  
11,529,970
11,803,644

Administrative expenses
  
(12,486,518)
(11,065,794)

Other operating income
 5 
81,465
19,664

Fair value movements
  
1,579,196
-

Operating profit
 6 
704,113
757,514

Income from fixed assets investments
  
161,143
-

Interest receivable and similar income
 10 
37,532
21,596

Interest payable and similar expenses
 11 
(39,451)
(14,994)

Profit before taxation
  
863,337
764,116

Tax on profit
 12 
84,427
(255,901)

Profit for the financial year
  
947,764
508,215

Profit for the year attributable to:
  

Owners of the Parent Company
  
947,764
508,215

  
947,764
508,215

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

The notes on pages 16 to 33 form part of these financial statements.

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Page 8

 
Breezemount Group Holdings Limited
Registered number: NI681185

Consolidated balance sheet
As at 30 September 2024

2024
2023
Note
£
£

Fixed assets
  

Tangible assets
 14 
1,242,771
1,527,145

Investments
 15 
13,713,177
12,133,981

Investment property
 16 
3,316,483
1,222,919

  
18,272,431
14,884,045

Current assets
  

Debtors: amounts falling due within one year
 17 
5,688,933
4,645,801

Current asset investments
 18 
1,062,686
3,026,852

Cash at bank and in hand
 19 
2,537,126
2,767,789

  
9,288,745
10,440,442

Creditors: amounts falling due within one year
 20 
(15,442,158)
(14,718,306)

Net current liabilities
  
 
 
(6,153,413)
 
 
(4,277,864)

Total assets less current liabilities
  
12,119,018
10,606,181

Creditors: amounts falling due after more than one year
 21 
-
(474,191)

Provisions for liabilities
  

Deferred taxation
 23 
(281,437)
(365,864)

Other provisions
 24 
(1,774,434)
(592,846)

  
 
 
(2,055,871)
 
 
(958,710)

Net assets
  
10,063,147
9,173,280


Capital and reserves
  

Called up share capital 
 25 
104
1

Profit and loss account
 26 
10,063,043
9,173,279

Shareholders' funds
  
10,063,147
9,173,280


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 September 2025.

Aaron Shields
Director

The notes on pages 16 to 33 form part of these financial statements.

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Page 9

 
Breezemount Group Holdings Limited
Registered number: NI681185

Company balance sheet
As at 30 September 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 15 
13,713,177
12,133,981

Investment Property
 16 
2,698,347
604,783

  
16,411,524
12,738,764

Current assets
  

Debtors: amounts falling due within one year
 17 
8,370,470
170,396

Current asset investments
 18 
1,062,686
3,026,852

Cash at bank and in hand
 19 
182,678
35,542

  
9,615,834
3,232,790

Creditors: amounts falling due within one year
 20 
(16,773,031)
(16,275,582)

Net current liabilities
  
 
 
(7,157,197)
 
 
(13,042,792)

Total assets less current liabilities
  
9,254,327
(304,028)

Net assets/(liabilities)
  
9,254,327
(304,028)


Capital and reserves
  

Called up share capital 
 25 
104
1

Profit and loss account brought forward
 26 
(304,029)
(340,294)

Profit for the year
 26 
9,558,252
36,265

Profit and loss account carried forward
 26 
9,254,223
(304,029)

Shareholders' funds/(deficit)
  
9,254,327
(304,028)


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 September 2025.


Aaron Shields
Director

The notes on pages 16 to 33 form part of these financial statements.

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Page 10

 
Breezemount Group Holdings Limited
 

Consolidated statement of changes in equity
For the year ended 30 September 2024


Called up share capital
Profit and loss account
Equity attributable to owners of Parent Company
Total equity

£
£
£
£


At 1 October 2022
1
8,665,064
8,665,065
8,665,065



Profit for the year
-
508,215
508,215
508,215



At 1 October 2023
1
9,173,279
9,173,280
9,173,280



Profit for the year
-
947,764
947,764
947,764

Dividends: Equity capital
-
(58,000)
(58,000)
(58,000)

Shares issued during the year
103
-
103
103


At 30 September 2024
104
10,063,043
10,063,147
10,063,147


The notes on pages 16 to 33 form part of these financial statements.

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Page 11

 
Breezemount Group Holdings Limited
 

Company statement of changes in equity
For the year ended 30 September 2024


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 October 2022
1
(340,294)
(340,293)



Profit for the year
-
36,265
36,265



At 1 October 2023
1
(304,029)
(304,028)



Profit for the year
-
9,558,252
9,558,252

Shares issued during the year
103
-
103


At 30 September 2024
104
9,254,223
9,254,327


The notes on pages 16 to 33 form part of these financial statements.

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Page 12

 
Breezemount Group Holdings Limited
 

Consolidated statement of cash flows
For the year ended 30 September 2024

2024
2023
£
£

Cash flows from operating activities

Profit for the financial year
947,764
508,215

Adjustments for:

Depreciation of tangible assets
760,545
200,640

Impairments of fixed assets
460,470
-

Profit on disposal of tangible assets
(3,867)
(15,561)

Government grants receivable
(16,338)
-

Interest payable
39,451
14,994

Interest receivable
(37,532)
(21,596)

Taxation charge
(84,427)
255,901

(Increase)/decrease in debtors
(1,092,129)
380,164

Decrease/(increase) in current asset investments
1,964,166
(3,026,852)

Increase in creditors
239,778
4,453,211

Increase/(decrease) in provisions
1,181,588
(75,507)

Net fair value (gains) recognised in P&L
(1,579,196)
(58,106)

Corporation tax received/(paid)
49,100
(431,255)

Net cash generated from operating activities

2,829,373
2,184,248


Cash flows from investing activities

Purchase of tangible fixed assets
(667,096)
(1,762,027)

Sale of tangible fixed assets
13,000
139,521

Purchase of investment properties
(2,093,564)
-

Purchase of unlisted and other investments
-
(3,999,999)

Government grants received
16,338
-

Interest received
37,532
21,596

HP interest paid
(36,420)
(11,692)

Net cash from investing activities

(2,730,210)
(5,612,601)

Cash flows from financing activities

Repayment of/new finance leases
(268,795)
(188,093)

Dividends paid
(58,000)
-

Interest paid
(3,031)
(3,302)

Net cash used in financing activities
(329,826)
(191,395)

Net (decrease) in cash and cash equivalents
(230,663)
(3,619,748)

Cash and cash equivalents at beginning of year
2,767,789
6,387,537
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Breezemount Group Holdings Limited
 

Consolidated statement of cash flows (continued)
For the year ended 30 September 2024


2024
2023

£
£


Cash and cash equivalents at the end of year
2,537,126
2,767,789


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
2,537,126
2,767,789

2,537,126
2,767,789


The notes on pages 16 to 33 form part of these financial statements.

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Page 14

 
Breezemount Group Holdings Limited
 

Consolidated analysis of net debt
For the year ended 30 September 2024





At 1 October 2023
Cash flows
New finance leases
At 30 September 2024
£

£

£

£

Cash at bank and in hand

2,767,789

(230,663)

-

2,537,126

Finance leases

(650,042)

268,795

(278,678)

(659,925)

Liquid investments

3,026,852

(1,964,166)

-

1,062,686


5,144,599
(1,926,034)
(278,678)
2,939,887

The notes on pages 16 to 33 form part of these financial statements.

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Page 15

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

1.


General information

Breezemount Group Holdings Limited is a private company, limited by shares, registered in Northern Ireland. The Group's registered address and office address can be found on the Company Information page.

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 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 - Merger accounting for group reconstruction

On 29 February 2024, the Company became the new holding company of the Breezemount Group Ltd group via a share for share exchange. The reorganisation has been accounted for as a group reconstruction and satisfies the criteria for applying merger accounting under FRS 102 Section 19.
The use of merger accounting reflects the substance of the business combination, which qualifies as a group reconstruction. In a group reconstruction, there is no substantive change to the ownership interests or control of the ultimate shareholders, and the combination is carried out for the purpose of reorganising existing entities within the group rather than acquiring a business.
Accordingly, the consolidated financial statements present the results of the Group as if the new holding company had always been the parent undertaking. The comparative figures are therefore presented as if the reorganisation had occurred at the beginning of the earliest period presented.

 
2.3

Going concern

In September 2024, the Group made the decision to terminate a contract with a key customer, which had historically represented 100% of its revenue. The trading operations ceased on 31 March 2025.  
As a result of the this decision, the Group has posted a number of adjustments to the financial statements, including:
Impairment of fixed assets
Following a review of the carrying values of certain fixed assets, an impairment charge of £460,470 has been recognised to reflect reduced recoverable amounts.
Redundancy costs and contract liabilities
Restructuring activities, including an assessment of various contracts with suppliers, have led to the recognition of additional provisions of £1,210,408.
The directors have reviewed the resources available to the Group and consider that they are sufficient to continue to meet their liabilities as they fall due and therefore consider it appropriate to prepare the financial statements on a going concern basis.

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Page 16

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

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

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.5

Revenue

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

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

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Page 17

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

2.Accounting policies (continued)

 
2.6

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.

 
2.7

Leased assets: the Group as lessee

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

 
2.8

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.9

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Consolidated statement of comprehensive income in the same period as the related expenditure.

 
2.10

Interest income

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

 
2.11

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.

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Page 18

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

2.Accounting policies (continued)

 
2.12

Pensions

Defined contribution pension plan

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

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

 
2.13

Current and deferred taxation

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

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

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
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 the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


 
2.14

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.

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Page 19

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

2.Accounting policies (continued)


2.14
Tangible fixed assets (continued)

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

Depreciation is provided on the following basis:

Plant and machinery
-
50% on cost
Motor vehicles
-
33% on cost
Fixtures and fittings
-
33% on cost
Office 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.

 
2.15

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

 
2.16

Investment property

Investment property is carried at fair value determined annually by external valuers and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in profit or loss.

 
2.17

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in listed company shares are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period.

 
2.18

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

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Page 20

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

2.Accounting policies (continued)

 
2.19

Cash and cash equivalents

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

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

 
2.20

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.21

Provisions for liabilities

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

 
2.22

Financial instruments

Basic financial assets

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

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

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
 
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Page 21

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

2.Accounting policies (continued)


2.22
Financial instruments (continued)


Basic financial liabilities

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

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

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

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

 
2.23

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the process of applying the Group's accounting policies, management have not made any significant judgements. There are no key assumptions concerning the future or other key sources of estimation, that have a significant risk of raising a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

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Page 22

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

4.


Turnover

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


2024
2023
£
£

Rendering of services
20,903,074
20,088,702

20,903,074
20,088,702


All turnover arose within the United Kingdom.


5.


Other operating income

2024
2023
£
£

Other operating income
65,127
19,664

Government grants receivable
16,338
-

81,465
19,664



6.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£

Research & development charged as an expense
66,204
75,540

Exchange differences
105
457

Other operating lease rentals
1,106,489
545,888

Depreciation of owned fixed assets
428,210
155,578

Depreciation of leased fixed assets
332,335
45,604

Profit and loss on disposal of assets
(3,867)
(15,561)

Auditor's remuneration
33,250
6,925

Impairment of fixed assets
460,470
-

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Page 23

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

7.


Employees

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


Group
Group
2024
2023
£
£


Wages and salaries
9,849,230
9,585,880

Social security costs
861,543
892,597

Cost of defined contribution scheme
231,024
230,936

10,941,797
10,709,413


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



Group
Group
Company
Company
        2024
        2023
        2024
        2023
            No.
            No.
            No.
            No.









Directors
3
3
3
3



Management
61
65
-
-



Admin
26
31
-
-



Distribution
279
292
-
-

369
391
3
3


8.


Directors' remuneration

Group
Group
2024
2023
£
£


Directors' emoluments
352,364
401,764

Group contributions to defined contribution pension schemes
22,985
27,877

375,349
429,641

During the year retirement benefits were accruing to 1 director (2023: 1) in respect of defined contribution pension schemes.

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Page 24

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

9.


Income from investments

2024
2023
£
£

Income from fixed asset investments
(3,897)
-

(3,897)
-


Income from current asset investments
(157,246)
-

(157,246)
-





10.


Interest receivable

2024
2023
£
£


Interest receivable
37,532
21,596

37,532
21,596


11.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
3,031
2,957

Other loan interest payable
-
345

Finance leases and hire purchase contracts
36,420
11,692

39,451
14,994


12.


Taxation


2024
2023
£
£

Deferred tax


Origination and reversal of timing differences
(84,427)
255,901

Total deferred tax
(84,427)
255,901
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Page 25

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024
 
12.Taxation (continued)


Factors affecting tax charge for the year

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

2024
2023
£
£


Profit on ordinary activities before tax
863,337
764,115


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023: 25%)
215,834
191,029

Effects of:


Expenses not deductible for tax purposes
21,799
88,286

Fair value movements
(350,744)
(7,300)

Non-taxable income
(42,324)
(102,595)

Capital gains
13,563
-

Unrelieved tax losses carried forward
57,445
92,854

Fixed asset differences
-
(6,373)

Total tax charge for the year
(84,427)
255,901


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


13.


Dividends

2024
2023
£
£


Dividends
58,000
-

58,000
-

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Page 26

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

14.


Tangible fixed assets

Group






Plant and machinery
Motor vehicles
Fixtures and fittings
Office equipment
Computer equipment
Total

£
£
£
£
£
£



Cost or valuation


At 1 October 2023
15,976
1,115,914
572,468
150,832
144,440
1,999,630


Additions
23,778
846,520
67,695
6,593
1,190
945,776


Disposals
-
(41,000)
-
(487)
-
(41,487)


Transfers between classes
(21,408)
-
21,408
-
-
-



At 30 September 2024

18,346
1,921,434
661,571
156,938
145,630
2,903,919



Depreciation


At 1 October 2023
15,195
132,785
69,712
135,841
118,954
472,487


Charge for the year
747
661,617
78,080
9,167
10,934
760,545


Disposals
-
(32,029)
-
(325)
-
(32,354)


Impairment charge
-
-
460,470
-
-
460,470



At 30 September 2024

15,942
762,373
608,262
144,683
129,888
1,661,148



Net book value



At 30 September 2024
2,404
1,159,061
53,309
12,255
15,742
1,242,771



At 30 September 2023
781
983,129
502,757
14,991
25,487
1,527,145

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2024
2023
£
£



Motor vehicles
699,521
288,021

699,521
288,021

img0f96.png
Page 27

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

15.


Fixed asset investments

Group





Listed investments

£



Cost or valuation


At 1 October 2023
12,133,981


Revaluations
1,579,196



At 30 September 2024
13,713,177




Company





Listed investments

£



Cost or valuation


At 1 October 2023
12,133,981


Revaluations
1,579,196



At 30 September 2024
13,713,177




img2bd4.png
Page 28

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

16.


Investment property

Group


Freehold investment property

£



Valuation


At 1 October 2023
1,222,919


Additions at cost
2,093,564



At 30 September 2024
3,316,483

The 2024 valuations were made by the directors, on an open market value for existing use basis.




Company





Freehold investment property

£



Valuation


At 1 October 2023
604,783


Additions at cost
2,093,564



At 30 September 2024
2,698,347

The 2024 valuations were made by the directors, on an open market value for existing use basis.


img0574.png
Page 29

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

17.


Debtors

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


Trade debtors
2,655,486
3,865,297
-
45,000

Amounts owed by group undertakings
-
-
8,367,752
125,395

Other debtors
389,932
7,057
1,646
1

Prepayments and accrued income
2,549,015
629,847
1,072
-

Tax recoverable
94,500
143,600
-
-

5,688,933
4,645,801
8,370,470
170,396


Amounts owed by group undertakings are unsecured, interest free and repayable on demand.


18.


Current asset investments

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

Listed investments
1,062,686
3,026,852
1,062,686
3,026,852

1,062,686
3,026,852
1,062,686
3,026,852



19.


Cash and cash equivalents

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

Cash at bank and in hand
2,537,126
2,767,789
182,678
35,542

2,537,126
2,767,789
182,678
35,542


img30f7.png
Page 30

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

20.


Creditors: Amounts falling due within one year

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

Trade creditors
913,501
818,946
24,000
-

Amounts owed to group undertakings
-
-
4,313,356
3,647,863

Amounts owed to other participating interests
6,354
5,656
-
-

Corporation tax
-
44,922
-
44,922

Other taxation and social security
939,018
583,524
-
7,434

Obligations under finance lease and hire purchase contracts
659,925
175,851
-
-

Other creditors
12,563,096
12,710,115
12,425,463
12,574,363

Accruals and deferred income
360,264
379,292
10,212
1,000

15,442,158
14,718,306
16,773,031
16,275,582


Amounts owed to group and related party undertakings are unsecured, interest free and repayable on demand.


21.


Creditors: Amounts falling due after more than one year

Group
Group
2024
2023
£
£

Net obligations under finance leases and hire purchase contracts
-
474,191

-
474,191





22.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2024
2023
£
£

Within one year
659,925
175,851

Between 1-5 years
-
474,191

659,925
650,042

img7af8.png
Page 31

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

23.


Deferred taxation


Group



2024


£






At beginning of year
(365,864)


Charged to profit or loss
84,427



At end of year
(281,437)

Company


The provision for deferred taxation is made up as follows:

Group
Group
2024
2023
£
£

Accelerated capital allowances
(285,930)
(365,864)

Tax losses carried forward
4,493
-

(281,437)
(365,864)


24.


Provisions


Group



Dilapidation provision
Vehicle de-hire provision
Restructuring provision
Total

£
£
£
£





At 1 October 2023
372,828
220,018
-
592,846


Charged to profit or loss
53,415
-
1,210,408
1,263,823


Released in year
-
(82,235)
-
(82,235)



At 30 September 2024
426,243
137,783
1,210,408
1,774,434

img1644.png
Page 32

 
Breezemount Group Holdings Limited
 

 
Notes to the financial statements
For the year ended 30 September 2024

25.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



104 (2023: 1) Called up share capital shares of £1.00 each
104
1





26.


Reserves

Profit and loss account

Profit and loss account includes all current and prior period retained profits and losses.


27.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £220,111 (2023: £230,927). Contributions totaling £40,638 (2023: £40,821) were payable to the fund at the balance sheet date and are included in creditors.


28.


Related party transactions

The Group has availed of the exemption in FRS 102 Section 33, Paragraph 33.1A which allows nondisclosure of transactions between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member.


2024
2023
£
£

Amounts owed to related parties
6,354
5,656
6,354
5,656


29.


Post balance sheet events

Subsidiary entities within the Group have ceased trading on 31 March 2025 due to the decision to terminate a contract with a key customer.


30.


Controlling party

The ultimate controlling party is the Shields Family Trust.

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