Registration number:
Mayflower Group Holdings Limited
for the Period from 2 October 2024 to 31 January 2025
Mayflower Group Holdings Limited
Contents
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Company Information |
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Strategic Report |
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Director's Report |
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Statement of Director's Responsibilities |
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Independent Auditor's Report |
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Consolidated Profit and Loss Account |
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Consolidated Statement of Comprehensive Income |
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Consolidated Balance Sheet |
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Balance Sheet |
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Consolidated Statement of Changes in Equity |
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Statement of Changes in Equity |
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Consolidated Statement of Cash Flows |
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Notes to the Financial Statements |
Mayflower Group Holdings Limited
Company Information
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Director |
Mr JS Wood |
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Registered office |
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Auditors |
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Mayflower Group Holdings Limited
Strategic Report for the period from 2 October 2024 to 31 January 2025
The director presents his strategic report for the period from 2 October 2024 to 31 January 2025.
Principal activity
The principal activity of the group is that of a property holding group.
Fair review of the business
The Mayflower group of companies is well established in the property sector. The group has maintained its position throughout the period despite a challenging economic environment.
The group companies are:
Mayflower Group Limited is a holding company which owns the two other subsidiary companies. Turnover for the period was £Nil, with a profit before tax of £0.1m.
Mayflower Properties (SW) Limited is a property holding company which owns investment properties. Turnover for the period was £0.3m, with a profit before tax of £0.04m.
Darklake View Limited is a property holding company which owns one investment property. Turnover for the period was £0.1m, with a profit before tax of £0.08m.
Principal risks and uncertainties
The principal risks and uncertainties facing the group include the following:
Risk of property values falling - the group maintained a mixed portfolio of properties and post year end has disposed of some properties.
Risk of interest rate increases - the group keep the bank borrowings under review and take action where required and it is possible to mitigate against interest rate increases.
Approved and authorised by the
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Mayflower Group Holdings Limited
Director's Report for the Period from 2 October 2024 to 31 January 2025
The director presents his report and the for the period from 2 October 2024 to 31 January 2025.
Incorporation
The company was incorporated on
Director of the group
The director who held office during the period was as follows:
Financial instruments
Objectives and policies
The Group's operations expose it to a variety of financial risks that include the effects of changes in market prices, credit risk, liquidity risk, interest rate risk and foreign exchange rate risk. The Group has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the Group.
Price risk, credit risk, liquidity risk and cash flow risk
The group's activities expose it to a number of financial risks
a) Price risk
The group is exposed to inflationary pressures in the general economy. The director monitors operating margins.
b) Credit risk
The group does not have any credit sales during the period.
c) Liquidity risk
The group actively manages its cash and debt finance to ensure it has sufficient funds available.
d) Interest rate cash flow risk
The group is exposed to cashflow interest rate risk as a result of borrowings at variable rather than fixed rates, however, no steps to mitigate this risk are deemed necessary.
Important non adjusting events after the financial period
After the year end, the company sold two investment properties for a total consideration of £975,000.
Mayflower Group Holdings Limited
Director's Report for the Period from 2 October 2024 to 31 January 2025
Disclosure of information to the auditor
The director has taken steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditor is aware of that information. The director confirms that there is no relevant information that he knows of and of which he knows the auditor is unaware.
Approved by the
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Mayflower Group Holdings Limited
Statement of Director's Responsibilities
The director acknowledges his responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the group and the company and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to:
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select suitable accounting policies and apply them consistently; |
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make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
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prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the company and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Mayflower Group Holdings Limited
Independent Auditor's Report to the Members of Mayflower Group Holdings Limited
Opinion
We have audited the financial statements of Mayflower Group Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period from 2 October 2024 to 31 January 2025, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
• | give a true and fair view of the state of the group's and the parent company's affairs as at 31 January 2025 and of the group's profit for the period then ended; |
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
• | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were authorised for issue.
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.
Other information
The director are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
Mayflower Group Holdings Limited
Independent Auditor's Report to the Members of Mayflower Group Holdings Limited
We have nothing to report in this regard.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
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the information given in the Strategic Report and Director's Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and |
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the Strategic Report and Director's Report have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception
In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Director's Report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
• | adequate accounting records have not been kept 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 director's remuneration specified by law are not made; or |
• | we have not received all the information and explanations we require for our audit. |
Responsibilities of the director
As explained more fully in the Statement of Director's Responsibilities set out on page 5, the director is 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 director determines 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 director is 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 director either intends to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.
Auditor Responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the audit engagement team:
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obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework that the company operates in and how the company is complying with the legal and regulatory framework; |
Mayflower Group Holdings Limited
Independent Auditor's Report to the Members of Mayflower Group Holdings Limited
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inquired of management, and those charged with governance, about their own identification and assessment of the risks or irregularities, including known and actual, suspected or alleged instances of fraud; |
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discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud. |
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undertook a review of manual journals processed in the accounting system, applying professional scepticism to ensure they are in line with our expectations and that they are not unusual in the normal course of business. |
However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity’s operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: http://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
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Deane Gate Avenue
Taunton
Somerset
TA1 2UH
Mayflower Group Holdings Limited
Consolidated Profit and Loss Account for the Period from 2 October 2024 to 31 January 2025
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Note |
2025 |
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Turnover |
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Cost of sales |
( |
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Gross profit |
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Administrative expenses |
( |
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Operating profit |
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Other interest receivable and similar income |
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Interest payable and similar expenses |
( |
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(15,462) |
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Share of profit of equity accounted investees |
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Profit before tax |
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Tax on profit |
( |
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Profit for the financial period |
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Profit/(loss) attributable to: |
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Owners of the company |
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Minority interests |
( |
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The above results were derived from continuing operations.
The group has no recognised gains or losses for the period other than the results above.
Mayflower Group Holdings Limited
Consolidated Statement of Comprehensive Income for the Period from 2 October 2024 to 31 January 2025
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2025 |
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Profit for the period |
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Total comprehensive income for the period |
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Total comprehensive income attributable to: |
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Owners of the company |
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Minority interests |
( |
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Mayflower Group Holdings Limited
(Registration number: 15994093)
Consolidated Balance Sheet as at 31 January 2025
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Note |
2025 |
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Fixed assets |
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Tangible assets |
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Investment property |
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Investments |
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Current assets |
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Debtors |
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Cash at bank and in hand |
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Creditors: Amounts falling due within one year |
( |
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Net current assets |
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Total assets less current liabilities |
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Creditors: Amounts falling due after more than one year |
( |
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Provisions for liabilities |
( |
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Net assets |
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Capital and reserves |
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Called up share capital |
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Capital redemption reserve |
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Other reserves |
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Profit and loss account |
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Equity attributable to owners of the company |
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Minority interests |
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Total equity |
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Approved and authorised by the
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Mayflower Group Holdings Limited
(Registration number: 15994093)
Balance Sheet as at 31 January 2025
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Note |
2025 |
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Fixed assets |
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Investments |
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Current assets |
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Debtors |
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Net assets |
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Capital and reserves |
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Called up share capital |
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Capital redemption reserve |
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Other reserves |
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Total equity |
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The company made a profit after tax for the financial period of £150.
Approved and authorised by the
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Mayflower Group Holdings Limited
Consolidated Statement of Changes in Equity for the Period from 2 October 2024 to 31 January 2025
Equity attributable to the parent company
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Share capital |
Capital redemption reserve |
Merger reserve |
Retained earnings |
Total |
Non-controlling interests - Equity |
Total equity |
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Profit/(loss) for the period |
- |
- |
- |
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( |
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Other comprehensive income |
- |
- |
- |
- |
- |
- |
- |
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Total comprehensive income |
- |
- |
- |
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( |
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Dividends |
- |
- |
- |
( |
( |
- |
( |
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New share capital subscribed |
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- |
- |
- |
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- |
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Other share capital movements |
(182) |
- |
- |
- |
(182) |
- |
(182) |
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Other capital redemption reserve movements |
- |
182 |
- |
- |
182 |
- |
182 |
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Acquisition of non-controlling interest, increase in equity |
- |
- |
- |
- |
- |
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Merger adjustment, increase in equity |
- |
- |
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- |
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- |
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At 31 January 2025 |
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Mayflower Group Holdings Limited
Statement of Changes in Equity for the Period from 2 October 2024 to 31 January 2025
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Share capital |
Capital redemption reserve |
Merger reserve |
Retained earnings |
Total |
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Profit for the period |
- |
- |
- |
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Dividends |
- |
- |
- |
( |
( |
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New share capital subscribed |
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- |
- |
- |
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Other share capital movements |
(182) |
- |
- |
- |
(182) |
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Other capital redemption reserve movements |
- |
182 |
- |
- |
182 |
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Other movements on reserves |
- |
- |
5,025,477 |
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5,025,477 |
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At 31 January 2025 |
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- |
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Mayflower Group Holdings Limited
Consolidated Statement of Cash Flows for the Period from 2 October 2024 to 31 January 2025
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Note |
2025 |
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Cash flows from operating activities |
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Profit for the period |
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Adjustments to cash flows from non-cash items |
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Depreciation and amortisation |
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Finance income |
( |
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Finance costs |
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Share of profit/loss of equity accounted investees |
( |
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Income tax expense |
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Working capital adjustments |
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Increase in trade debtors |
( |
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Decrease in trade creditors |
( |
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Cash generated from operations |
( |
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Income taxes paid |
( |
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Net cash flow from operating activities |
( |
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Cash flows from investing activities |
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Interest received |
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Cash acquired on acquisition of subsidiaries |
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Acquisition of investments in joint ventures and associates |
( |
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Net cash flows from investing activities |
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Cash flows from financing activities |
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Interest paid |
( |
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Repayment of bank borrowing |
( |
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Payments to finance lease creditors |
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Dividends paid |
( |
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Net cash flows from financing activities |
( |
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Net increase in cash and cash equivalents |
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Cash and cash equivalents at 2 October |
- |
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Cash and cash equivalents at 31 January |
149,400 |
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Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
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Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.
Basis of preparation
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.
The financial statements are prepared in sterling, which is the functional and presentational currency of the company, and rounded to the nearest £.
Summary of disclosure exemptions
Mayflower Group Holdings Limited has taken exemption from presenting its unconsolidated profit and loss account under section 408 of Companies Act 2006.
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 January 2025. The consolidated figures contain the pro rated results of Mayflower Group Limited, Mayflower Properties (SW) Limited, Darklake View Limited from the date of aquisition and a short period from 2 October 2024 to 31 January 2025 for Mayflower Group Holdings Limited.
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.
Disclosure of long or short period
Going concern
The financial statements have been prepared on a going concern basis. As at the date of signing the financial statements, the director confirms that the group and company are in a position to meet its liabilities for a period of 12 months from the date of approval of the accounts and that there are no foreseeable events which may give rise to liabilities which exceeds the company’s ability to pay.
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
Key sources of estimation uncertainty
In the application of the company's accounting policies. the director is required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of revision and future periods if the revision affects both current and future periods..
Revenue recognition
Rental income
Rental income from operating leases is recognised on a straight-line basis over the lease term.
Feed-in-tariff income
Income from solar panels is recognised as it is generated.
Tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
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 group operates and generates taxable income.
Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.
Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.
Goodwill
Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
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Asset class |
Amortisation method and rate |
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Goodwill |
10% Straight line |
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
Tangible assets
Tangible assets are stated in the Balance Sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
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Asset class |
Depreciation method and rate |
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Furniture, fittings and equipment |
15 - 25% Reducing balance |
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Plant and machinery |
25% Reducing balance |
Investment property
In accordance with Section 16 of FRS 102, no depreciation is charged on investment properties held at fair value. This represents a departure from the requirement of the Companies Act 2006 to depreciate all fixed assets with a limited useful economic life. The directors believe that compliance with FRS 102 gives a true and fair view of the company’s financial position and performance.
Investments
Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.
Associates are entities over which the Group has significant influence but not control.
Investments in associates are carried in the Group balance sheet at historical cost plus post-acquisition changes in the Group’s share of net assets of the entity, less any provision for impairment. Where the Group transacts with an associate, profits and losses are eliminated to the extent of the Group’s interest in the associate.
Business combinations
Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
Trade debtors
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.
Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Dividends
A dividend distribution to the group’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.
Financial instruments
Recognition and measurement
Debt instruments (other than those wholly repayable or receivable within one year), including loans and account receivables and payables, are initially measured at the transaction price (adjusted for transaction cost) and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangement constitutes a financing transaction, such as a trade debtor or creditor on extended credit terms, initial measurement is at the present value of future cash flows discounted at a market rate of interest Subsequent measurement is at amortised cost.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If such evidence is identified, an impairment loss is recognised in the statement of comprehensive income.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between carrying amount and the present value of estimated cash flows discounted at the original effective interest rate. If the financial instrument has a variable interest rate the currently effective rate under the contract is used.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset’s carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the reporting date.
Financial assets and liabilities are offset, and the net amount reported in the statement of financial position when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. At present, the company has not offset any items.
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
|
Turnover |
The analysis of the group's turnover for the period from continuing operations is as follows:
|
2025 |
|
|
Rental income from investment property |
|
|
Other revenue |
|
|
|
|
Operating profit |
Arrived at after charging/(crediting):
|
2025 |
|
|
Depreciation expense |
|
|
Operating lease expense - plant and machinery |
|
|
Other interest receivable and similar income |
|
2025 |
|
|
Other finance income |
|
|
Interest payable and similar expenses |
|
2025 |
|
|
Interest on bank overdrafts and borrowings |
|
|
Interest on obligations under finance leases and hire purchase contracts |
|
|
Interest expense on other finance liabilities |
|
|
|
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
|
Staff costs |
The average number of persons employed by the group (including the director) during the period, analysed by category was as follows:
|
2025 |
|
|
Administration and support |
|
|
|
Company
During the year, the company employed 1 member of staff.
|
Auditors' remuneration |
|
2025 |
|
|
Audit of these financial statements |
4,000 |
|
Taxation |
Tax charged/(credited) in the income statement:
|
2025 |
|
|
Current taxation |
|
|
UK corporation tax |
|
The tax on profit before tax for the period is the same as the standard rate of corporation tax in the UK of
The differences are reconciled below:
|
2025 |
|
|
Profit before tax |
|
|
Corporation tax at standard rate |
|
|
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
Decrease in UK and foreign current tax from unrecognised temporary difference from a prior period |
( |
|
Total tax charge |
|
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
Deferred tax
Group
Deferred tax assets and liabilities
|
2025 |
Asset |
Liability |
|
Fair value movement on investment property |
- |
|
|
- |
|
|
Intangible assets |
Group
|
Goodwill |
Total |
|
|
Cost or valuation |
||
|
Additions acquired separately |
|
|
|
At 31 January 2025 |
|
|
|
Amortisation |
||
|
Impairment |
|
|
|
At 31 January 2025 |
|
|
|
Carrying amount |
||
|
At 31 January 2025 |
- |
- |
On 8 October 2024 Mayflower Group Holdings Limited acquired all the shares in Mayflower Group Limited. On 9 October 2024, as part of a linked transaction, Mayflower Group Limited disposed of its shares in, a subsidiary, Mayflower KBB Limited and therefore the goodwill in relation to Mayflower KBB Limited has been written off to the merger reserve. The director believes that accounting for the disposal of goodwill in this way gives a fair view of the transaction.
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
|
Tangible assets |
Group
|
Furniture, fittings and equipment |
Plant and machinery |
Total |
|
|
Cost or valuation |
|||
|
Acquired through business combinations |
|
|
|
|
At 31 January 2025 |
|
|
|
|
Depreciation |
|||
|
Charge for the period |
|
|
|
|
At 31 January 2025 |
|
|
|
|
Carrying amount |
|||
|
At 31 January 2025 |
|
|
|
Assets held under finance leases and hire purchase contracts
The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:
|
2025 |
|
|
Plant and machinery |
200,436 |
|
Investment properties |
Group
|
2025 |
|
|
Acquired through business combinations |
|
|
At 31 January |
|
|
Investments |
Group
|
2025 |
|
|
Investments in associates |
|
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
|
Associates |
£ |
|
Cost |
|
|
Additions |
|
|
Provision |
|
|
Carrying amount |
|
|
At 31 January 2025 |
|
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the group holds 20% or more of the nominal value of any class of share capital are as follows:
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
2025 |
|||
|
Associates |
|||
|
|
Units 1 - 4 Portway Road Industrial Estate, Alston Road, Oldbury, B69 2PP |
Ordinary |
|
|
England |
|||
Associate undertakings
|
Stone Sense Limited
The principal activity of Stone Sense Limited is |
Aggregate financial information of associates
|
2025 |
|
|
Group's share of profit in associates |
|
|
Capital and reserves |
|
Company
|
2025 |
|
|
Investments in subsidiaries |
|
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
|
Subsidiaries |
£ |
|
Cost or valuation |
|
|
Additions |
|
|
Disposals |
( |
|
At 31 January 2025 |
|
|
Provision |
|
|
Carrying amount |
|
|
At 31 January 2025 |
|
On 8 October 2024 Mayflower Group Holdings Limited acquired all the shares in Mayflower Group Limited. On 9 October 2024, as part of a linked transaction, Mayflower Group Limited disposed of its shares in Mayflower KBB Limited and the loss on disposal has been taken to the merger reserve.
For the period ended 31 January 2025 the following subsidiaries were entitled for exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies: Mayflower Group Limited, Mayflower Properties (SW) Limited and Darklake View Limited.
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
2025 |
|||
|
Subsidiary undertakings |
|||
|
|
C/O Mayflower Kitchens Ltd, 5 Chelston Business Park, Castle Road, Wellington, Somerset, TA21 9JQ England and Wales |
|
|
|
|
5 Chelston Business Park, Castle Road, Wellington, Somerset, TA21 9JQ England and Wales |
|
|
|
|
C/O Mayflower Kbb Ltd 5 Chelston Business Park, Castle Road, Wellington, England, TA21 9JQ England and Wales |
|
|
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
|
Subsidiary undertakings |
|
Mayflower Group Limited The principal activity of Mayflower Group Limited is |
|
Mayflower Properties (SW) Limited The principal activity of Mayflower Properties (SW) Limited is |
|
Darklake View Limited The principal activity of Darklake View Limited is |
|
Business combinations |
On
Mayflower Group Limited contributed £Nil revenue and £(
On
Mayflower Properties (SW) Limited contributed £
On
Darklake View Limited contributed £
The amounts recognised in respect of the identifiable assets acquired and liabilities assumed are as set out in the table below:
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
|
Mayflower Group Limited |
Mayflower Properties (SW) Limited |
Darklake View Limited |
Total |
|||||
|
2025 |
2025 |
2025 |
2025 |
|||||
|
£ |
£ |
£ |
£ |
|||||
|
Assets and liabilities acquired |
||||||||
|
Financial assets |
5,427,132 |
5,074,166 |
125,629 |
10,626,927 |
||||
|
Tangible assets |
- |
290,388 |
825,521 |
1,115,909 |
||||
|
Financial liabilities |
(15,013) |
(1,095,041) |
(91,648) |
(1,201,702) |
||||
|
Total identifialble assets |
5,412,119 |
4,269,513 |
859,502 |
10,541,134 |
||||
|
Goodwill |
3,375,420 |
|||||||
|
Non-controlling interest |
(344,228) |
|||||||
|
3,031,192 |
||||||||
|
Total consideration |
13,572,326 |
|
|
|
|
|
Debtors |
|
Group |
Company |
||
|
Current |
Note |
2025 |
2025 |
|
Loans |
|
- |
|
|
Other debtors |
|
|
|
|
Prepayments |
|
- |
|
|
Income tax asset |
|
- |
|
|
|
|
|
Group |
Company |
|
|
Non-current |
2025 |
2025 |
|
Loans |
|
- |
|
|
- |
|
Cash and cash equivalents |
|
Group |
Company |
|
|
2025 |
2025 |
|
|
Cash at bank |
|
- |
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
|
Creditors |
|
Group |
Company |
||
|
Note |
2025 |
2025 |
|
|
Due within one year |
|||
|
Loans and borrowings |
|
- |
|
|
Trade creditors |
|
- |
|
|
Social security and other taxes |
|
- |
|
|
Other creditors |
|
- |
|
|
Accruals |
|
- |
|
|
Corporation tax liability |
47,631 |
- |
|
|
|
- |
||
|
Due after one year |
|||
|
Loans and borrowings |
|
- |
|
Provisions for liabilities |
Group
|
Deferred tax |
Total |
|
|
Increase (decrease) through business combinations |
|
|
|
At 31 January 2025 |
|
|
|
|
||
|
Share capital |
Allotted, called up and fully paid shares
|
2025 |
||
|
No. |
£ |
|
|
Ordinary A share capital of £1 each |
182 |
182 |
New shares allotted
|
On 2 October 2024 91 ordinary A shares and 91 ordinary B shares having an aggregate nominal value of £182 were allotted for an aggregate consideration of £182. On 8 October 2024, 91 ordinary A shares and 91 ordinary B shares having an aggregate nominal value of £182 were allotted for an aggregate consideration of £13,572,326. On 9 October 2024 the company cancelled 91 ordinary A shares and 91 ordinary B shares. |
Rights, preferences and restrictions
|
Ordinary A shares have the following rights, preferences and restrictions: |
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
|
Reserves |
Group
Other reserves
The merger reserve arises from the issue of shares where merger relief under the Companies Act was claimed. This reserve represents the excess of the fair value of the shares issued over the nominal value, and is non-distributable.
Capital redemption reserve
This reserve arises from the cancellation of the company’s own shares and represents a non-distributable amount transferred from share capital. This therefore ensures the maintenance of the capital base of the company.
|
Loans and borrowings |
Non-current loans and borrowings
|
Group |
Company |
|
|
2025 |
2025 |
|
|
Bank borrowings |
|
- |
|
Hire purchase contracts |
|
- |
|
|
- |
|
Current loans and borrowings
|
Group |
Company |
|
|
2025 |
2025 |
|
|
Bank borrowings |
|
- |
|
Hire purchase contracts |
|
- |
|
|
- |
|
Bank loans are secured over the assets of Mayflower Properties (SW) Limited.
Hire purchase liabilities of £184,567 are secured over the assets which the finance relates to.
|
Obligations under leases and hire purchase contracts |
Group
Finance leases
The total of future minimum lease payments is as follows:
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
|
2025 |
|
|
Not later than one year |
|
|
Later than one year and not later than five years |
|
|
|
Operating leases
The total of future minimum lease payments is as follows:
|
2025 |
|
|
Not later than one year |
|
|
Later than one year and not later than five years |
|
|
|
The amount of non-cancellable operating lease payments recognised as an expense during the period was £
|
Analysis of changes in net debt |
Group
|
Acquisition of subsidiaries |
Financing cash flows |
At 31 January 2025 |
|
|
Cash and cash equivalents |
|||
|
Cash |
730,315 |
(580,915) |
149,400 |
|
Borrowings |
|||
|
Long term borrowings |
(739,562) |
467,477 |
(272,085) |
|
Lease liabilities |
(184,436) |
(131) |
(184,567) |
|
(923,998) |
467,346 |
(456,652) |
|
|
|
|||
|
( |
( |
( |
|
|
Related party transactions |
Group
|
Transactions with the director |
|
2025 |
At 2 October 2024 |
Advances to director |
Repayments by director |
At 31 January 2025 |
|
Mr JS Wood |
||||
|
|
- |
|
( |
|
Mayflower Group Holdings Limited
Notes to the Financial Statements for the Period from 2 October 2024 to 31 January 2025
Income and receivables from related parties
|
2025 |
Other related parties |
|
Receipt of services |
|
|
|
|
Loans to related parties
|
2025 |
Other related parties |
Total |
|
Advanced |
|
|
|
Repaid |
( |
( |
|
At end of period |
|
|
|
|
||
Loans from related parties
|
2025 |
Other related parties |
Total |
|
Advanced |
|
|
|
At end of period |
|
|
|
|
||
|
Non adjusting events after the financial period |
|
|