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Registered number: 02717552
FLAG CLOTHING LIMITED
UNAUDITED
FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE YEAR ENDED 31 JANUARY 2025
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FLAG CLOTHING LIMITED
REGISTERED NUMBER: 02717552
STATEMENT OF FINANCIAL POSITION
AS AT 31 JANUARY 2025
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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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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Capital redemption reserve
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FLAG CLOTHING LIMITED
REGISTERED NUMBER: 02717552
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 JANUARY 2025
The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 3 to 10 form part of these financial statements.
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FLAG CLOTHING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
Flag Clothing Limited T/A Richard James (registered number 02717552) is a private company, limited by shares and registered in England.
The address of the Company’s registered office is 13 Old Burlington, 13 Old Burlington Street, London, W1S 3AS and the address of the principal place of business is 19 Clifford Street, London, W1S 3RH.
The principal activity of the company is the design and sale of exclusive menswear and accessories.
The financial statements are presented in Sterling, which is also the functional currency of the company, rounded to nearest whole number.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The following principal accounting policies have been applied:
The Company has made a net loss of £3,327,964 for the year ended 31 January 2025 (2024: £3,108,955). Having reviewed our forecasts for the year ahead, it has been important to consider the ability of the Company to continue as a going concern.
Significant loans have been received in previous years from Bespoke Capital Services LLC. The directors maintain the expectation that the Company will have access to adequate resources to continue in operational existence for the foreseeable future. Accordingly, the Company continues to adopt the going concern basis in prepyaring the annual report and financial statements.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company 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:
Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Company has transferred the significant risks and rewards of ownership to the buyer;
∙the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Company will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
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FLAG CLOTHING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
2.Accounting policies (continued)
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
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Short-term leasehold property
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8.33% - 33% Straight line
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8.33% - 33% Straight line
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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.
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Impairment of fixed assets and goodwill
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Assets that are subject to depreciation or amortisation are assessed at each reporting 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 reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
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FLAG CLOTHING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
2.Accounting policies (continued)
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.
At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
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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Cash and cash equivalents
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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.
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Company's Statement of financial position when the Company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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.
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.
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
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The average monthly number of employees, including directors, during the year was 21 (2024 - 22).
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FLAG CLOTHING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
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Charge for the year on owned assets
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FLAG CLOTHING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
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Short-term leasehold property
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Charge for the year on owned assets
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The net book value of land and buildings may be further analysed as follows:
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Short term leasehold property
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Finished goods and goods for resale
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FLAG CLOTHING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
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Prepayments and accrued income
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Other taxation and social security
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Accruals and deferred income
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The bank loan accrues interest at a rate of 2.5% per annun and is repayable over 6 years. The first year of the loan agreement is a interest free and repayment free period. The first repayment of the loan commenced on 27 June 2021.
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Creditors: Amounts falling due after more than one year
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FLAG CLOTHING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
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Analysis of the maturity of loans is given below:
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Amounts falling due within one year
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Amounts falling due 1-2 years
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Amounts falling due 2-5 years
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Allotted, called up and fully paid
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10,869 (2024 - 10,869) Ordinary shares of £0.01 each
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Due to uncertainties surrounding the Company's ability to generate future taxable profits, no deferred tax asset has been included within the financial statements.
The Company operates a defined contribution pension scheme. The assets of the sceme are held seperately from those of the Company in an independently administered fund. Total pension contributions totalling £8,040 (2024: £7,068) were payable to the fund at the balance sheet date which are included in other creditors.
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FLAG CLOTHING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2025
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Related party transactions
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During the year, Bespoke Capital Services LLC, a company under common control, loaned to the company £1,674,999 (2024 £2,663,662). As at 31 January 2025 £13,323,527 (2024: £11,648,528) remained outstanding with Bespoke Capital Services LLC. The loan is repayable on demand and interest totalling £1,707,099 (2024: £1,403,316) has been accrued but not paid.
As at 31 January 2025 £1,656,622 (2024: £1,587,387) was due from Flag Clothing USA LLC, a Company under common control.
As at 31 January 2025 £242,623 (2024: £45,047 due from) was due to Harrys of London Limited, a Company under common ownership.
As at 31 January 2025 £19,585 (2024: £19,585) was due from T.Antony Ltd, a Company under common ownership.
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C S Cohen has a majority shareholding in the company totalling 88% and is deemed the ultimate controlling party.
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