REGISTERED NUMBER: 04917198 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements for the Year Ended 31 January 2025

for

Victoria Farm Garden Centre Ltd

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Income Statement

8

Other Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Cash Flow Statement

12

Notes to the Cash Flow Statement

13

Notes to the Financial Statements

14

DIRECTORS:

Mr P R Noble

Mr M W Noble

Mrs J M Noble

REGISTERED OFFICE:

Victoria Farm Garden Centre

Guisborough Road

Whitby

North Yorkshire

YO21 1TL

REGISTERED NUMBER:

04917198 (England and Wales)

INDEPENDENT AUDITORS:

Fortus Audit LLP (Statutory Auditor)

Equinox House

Clifton Park

Shipton Road

York

Yorkshire

YO30 5PA

The directors present their strategic report for the year ended 31 January 2025.

REVIEW OF BUSINESS

Victoria Farm Garden Centre Ltd operate two garden centres, each having an onsite café/restaurant, as well as cottages and a caravan park. This is the second year in which the business has been required to complete an audit of their accounts. The directors are satisfied with the company's results this year - profits are as expected. Turnover has increased by 4.8%. Stock is also being held at a lower levels compared to previous years (resulting in a lower stock value), with a better track of stock kept to ensure this stays within expectation. The bank loan is expected to be fully settled next year, and trade creditors have decreased by 26.7% compared to last year. Trade debtors remain negligible.

PRINCIPAL RISKS AND UNCERTAINTIES

A potential risk to us would have to be the uncertainty of the possible claim against us by Network Rail following the landslip at Airy Hill Caravan Park and the withholding of the money set aside for such matter. Our Insurers are dealing with this on our behalf however we do not know when to expect an outcome at this time. This remains the same from last year as we are still awaiting an outcome. The Directors opinion is that there is no basis for a claim, hence no provision has been made within the accounts.

The government's changes to national minimum wage and NI contributions is likely to have some effect on next year's figures, though the extent of which is not yet known.

ON BEHALF OF THE BOARD:

Mr M W Noble - Director

7 October 2025

The directors present their report with the financial statements of the company for the year ended 31 January 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the operation of garden centres with restaurant facilities.

DIVIDENDS

No dividends will be distributed for the year ended 31 January 2025.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 February 2024 to the date of this report.

Mr P R Noble

Mr M W Noble

Mrs J M Noble

The matters required in the Directors Report are covered in the Strategic Report as the Directors consider them to be of strategic significance.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and 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 company will continue in business.

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Fortus Audit LLP (Statutory Auditor), will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr M W Noble - Director

7 October 2025

Opinion

We have audited the financial statements of Victoria Farm Garden Centre Ltd (the 'company') for the year ended 31 January 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 January 2025 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

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

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether 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.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

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

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

-	the financial statements are not in agreement with the accounting records and returns; or

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

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

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditors' 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 a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

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

We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and determined that the most significant frameworks which are directly relevant to specific assertions in the financial statements are those that relate to the reporting framework (UK GAAP and the Companies Act 2006) and the relevant tax compliance regulations in the UK.

We understood how the company is complying with those frameworks by making enquiries of management and those responsible for legal and compliance procedures. We corroborated our enquiries through review of board minutes and discussions with those charged with governance.

We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur, by discussion with management from various parts of the business to understand where they considered there was a susceptibility to fraud. We considered the procedures and controls that the company has established to prevent and detect fraud, and how these are monitored by management, and also any enhanced risk factors such as performance targets.

Based on our understanding, we designed our audit procedures to identify any non-compliance with laws and regulations identified in the paragraphs above.

We also performed audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.

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 Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors 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.

Frances Howard FCA (Senior Statutory Auditor)

for and on behalf of Fortus Audit LLP (Statutory Auditor)

Equinox House

Clifton Park

Shipton Road

York

Yorkshire

YO30 5PA

7 October 2025

TURNOVER

3

3,868,520

3,690,379

Cost of sales

1,563,115

1,675,717

GROSS PROFIT

2,305,405

2,014,662

Administrative expenses

2,041,754

2,162,400

263,651

(147,738

)

Other operating income

2,427

93

OPERATING PROFIT/(LOSS)

5

266,078

(147,645

)

Interest receivable and similar income

19,046

10,897

285,124

(136,748

)

Interest payable and similar expenses

7

11,867

24,065

PROFIT/(LOSS) BEFORE TAXATION

273,257

(160,813

)

Tax on profit/(loss)

8

159,888

(2,282

)

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

113,369

(158,531

)

PROFIT/(LOSS) FOR THE YEAR

113,369

(158,531

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

113,369

(158,531

)

FIXED ASSETS

Intangible assets

10

153,125

214,375

Tangible assets

11

4,401,583

4,512,085

4,554,708

4,726,460

CURRENT ASSETS

Stocks

12

444,599

480,759

Debtors

13

32,041

13,798

Cash at bank and in hand

1,803,596

1,545,645

2,280,236

2,040,202

CREDITORS

Amounts falling due within one year

14

533,139

561,647

NET CURRENT ASSETS

1,747,097

1,478,555

TOTAL ASSETS LESS CURRENT LIABILITIES

6,301,805

6,205,015

CREDITORS

Amounts falling due after more than one year

15

-

(60,907

)

PROVISIONS FOR LIABILITIES

20

(211,278

)

(166,950

)

NET ASSETS

6,090,527

5,977,158

CAPITAL AND RESERVES

Called up share capital

21

4

4

Retained earnings

22

6,090,523

5,977,154

SHAREHOLDERS' FUNDS

6,090,527

5,977,158

The financial statements were approved by the Board of Directors and authorised for issue on 7 October 2025 and were signed on its behalf by:

Mr M W Noble - Director

Mrs J M Noble - Director

Mr P R Noble - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 February 2023

4

6,175,685

6,175,689

Changes in equity

Dividends

-

(40,000

)

(40,000

)

Total comprehensive income

-

(158,531

)

(158,531

)

Balance at 31 January 2024

4

5,977,154

5,977,158

Changes in equity

Total comprehensive income

-

113,369

113,369

Balance at 31 January 2025

4

6,090,523

6,090,527

Cash flows from operating activities

Cash generated from operations

1

509,840

427,494

Interest paid

(11,867

)

(24,065

)

Tax paid

(4,126

)

(113,973

)

Net cash from operating activities

493,847

289,456

Cash flows from investing activities

Purchase of tangible fixed assets

(81,977

)

(136,804

)

Sale of tangible fixed assets

17,500

-

Interest received

19,046

10,897

Net cash from investing activities

(45,431

)

(125,907

)

Cash flows from financing activities

Loan repayments in year

(178,989

)

(178,313

)

Amount introduced by directors

17,743

40,000

Amount withdrawn by directors

(29,219

)

(28,540

)

Equity dividends paid

-

(40,000

)

Net cash from financing activities

(190,465

)

(206,853

)

Increase/(decrease) in cash and cash equivalents

257,951

(43,304

)

Cash and cash equivalents at beginning of year

2

1,545,645

1,588,949

Cash and cash equivalents at end of year

2

1,803,596

1,545,645

1.	RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.1.25

31.1.24

£

£

Profit/(loss) before taxation

273,257

(160,813

)

Depreciation charges

246,726

249,626

(Profit)/loss on disposal of fixed assets

(10,497

)

23,717

Finance costs

11,867

24,065

Finance income

(19,046

)

(10,897

)

502,307

125,698

Decrease in stocks

36,160

180,893

Decrease in trade and other debtors

2,190

16,349

(Decrease)/increase in trade and other creditors

(30,817

)

104,554

Cash generated from operations

509,840

427,494

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 January 2025

31.1.25

1.2.24

£

£

Cash and cash equivalents

1,803,596

1,545,645

Year ended 31 January 2024

31.1.24

1.2.23

£

£

Cash and cash equivalents

1,545,645

1,588,949

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.2.24

Cash flow

At 31.1.25

£

£

£

Net cash

Cash at bank and in hand

1,545,645

257,951

1,803,596

1,545,645

257,951

1,803,596

Debt

Debts falling due within 1 year

(177,778

)

118,082

(59,696

)

Debts falling due after 1 year

(60,907

)

60,907

-

(238,685

)

178,989

(59,696

)

Total

1,306,960

436,940

1,743,900

1.	STATUTORY INFORMATION

Victoria Farm Garden Centre Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The directors have considered the financial position of the company and its trading projections and have a

reasonable expectation that the company has adequate resources to continue trade into the foreseeable future.

The company therefore continues to adopt the going concern basis in preparing the financial statements.

Significant judgements and estimates

The preparation of financial statements require management to make estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the related actual results. The directors are of the opinion that there are no areas of estimation uncertainty and critical judgements that affect materially the accounting policies and the reported amounts of assets, liabilities, income and expenses in the current year or prior year.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2017, is being amortised evenly over its estimated useful life of ten years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

There are no Intangible Assets other than Goodwill.

Tangible fixed assets

Tangible fixed assets held for the company’s own use are stated at cost less accumulated depreciation and accumulated impairment losses.

Depreciation is provided at the following rates in order to write off each asset over its estimated life:

Property & Property Improvements = 2% Straight Line

Fixtures & Fittings = 10% Reducing Balance

Motor Vehicles = 20% Reducing Balance

Office Equipment = 33% Straight Line

At each balance sheet date, the company reviews the carrying amount of its tangible fixed assets to determine whether there is any indication that any items have suffered an impairment loss. If any such indication exists, the recoverable amount of an asset is estimated in order to determine the extent of the impairment loss, if any. Where it is not possible to estimate the recoverable amount of the asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Hire purchase and leasing commitments

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

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Financial instruments

All company financial assets and liabilities are basic financial instruments measured at amortised costs.

3.

TURNOVER

The turnover and profit (2024 - loss) before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

31.1.25

31.1.24

£

£

Whitby Garden Centre

608,279

597,525

Selby Garden Centre

1,203,946

1,202,530

Whitby Café

544,112

495,525

Selby Restaurant

1,273,179

1,147,996

Caravan rents

71,145

78,224

Caravan electric/shower tokens

11,444

2,306

Holiday Cottages

147,136

155,697

Commission on vouchers

6,579

7,876

Own consumption

2,700

2,700

3,868,520

3,690,379

4.	EMPLOYEES AND DIRECTORS

31.1.25

31.1.24

£

£

Wages and salaries

1,245,516

1,263,667

Social security costs

75,689

57,355

Other pension costs

16,680

11,482

1,337,885

1,332,504

The average number of employees during the year was as follows:

31.1.25

31.1.24

Directors

3

3

Other staff

68

62

71

65

The directors are the key management personnel of the entity.

31.1.25

31.1.24

£

£

Directors' remuneration

129,648

103,290

The Directors remuneration stated above relates to the total salaries paid to the three Directors.

Two of the Directors had pension contributions paid by the company during the year. The total Directors pension contributions paid during the year was £120,000. Last year, two directors had total pension contributions of £318,600.

5.	OPERATING PROFIT/(LOSS)

The operating profit (2024 - operating loss) is stated after charging/(crediting):

31.1.25

31.1.24

£

£

Hire of plant and machinery

14,493

14,993

Other operating leases

36,000

30,000

Depreciation - owned assets

185,476

188,377

(Profit)/loss on disposal of fixed assets

(10,497

)

23,717

Goodwill amortisation

61,250

61,250

6.	AUDITORS' REMUNERATION

31.1.25

31.1.24

£

£

Fees payable to the company's auditors for the audit of the company's financial statements

8,200

8,000

7.

INTEREST PAYABLE AND SIMILAR EXPENSES

31.1.25

31.1.24

£

£

Bank loan interest

11,814

24,065

Statutory fines and interest

53

-

11,867

24,065

8.

TAXATION

Analysis of the tax charge/(credit)

The tax charge/(credit) on the profit for the year was as follows:

31.1.25

31.1.24

£

£

Current tax:

UK corporation tax

115,560

(4,126

)

Deferred tax

44,328

1,844

Tax on profit/(loss)

159,888

(2,282

)

Reconciliation of total tax charge/(credit) included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

31.1.25

31.1.24

£

£

Profit/(loss) before tax

273,257

(160,813

)

Profit/(loss) multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 19%)

68,314

(30,554

)

Effects of:

Expenses not deductible for tax purposes

1,597

-

Depreciation in excess of capital allowances

45,649

26,428

Deferred tax movement

44,328

1,844

Total tax charge/(credit)

159,888

(2,282

)

9.

DIVIDENDS

31.1.25

31.1.24

£

£

Ordinary A shares of 1 each

Interim

-

40,000

10.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 1 February 2024

and 31 January 2025

662,500

AMORTISATION

At 1 February 2024

448,125

Amortisation for year

61,250

At 31 January 2025

509,375

NET BOOK VALUE

At 31 January 2025

153,125

At 31 January 2024

214,375