Company registration number 12989408 (England and Wales)
TOWNHOUSE GROUP LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Affinia
19th Floor
1 Westfield Avenue
London
E20 1HZ
TOWNHOUSE GROUP LIMITED
COMPANY INFORMATION
Directors
Mr J Millet
Ms J Huber-Millet
Company number
12989408
Registered office
6th Floor Berkshire House
High Holborn
London
WC1V 7AA
Auditor
Affinia (Stratford)
19th Floor
1 Westfield Avenue
London
E20 1HZ
Bankers
Revolut
7 Westferry Circus
London
E14 4HD
TOWNHOUSE GROUP LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 8
Group statement of comprehensive income
9
Group statement of financial position
10
Company statement of financial position
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 31
TOWNHOUSE GROUP LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The directors present the strategic report for the year ended 31 December 2024.

Review of the business

The Group generated revenue of £12.9m (2023: £6.5m), reflecting strong year-on-year growth driven by increased customer demand and expansion of the salon network.

Cost of sales rose to £8.8m (2023: £5.4m) giving a gross margin of 31.5% (2023: 17.4%).

The Group continued to invest heavily in central infrastructure and future growth areas, resulting in the Group overall recording a net loss of £9.7m (2023: £6.4m loss).

Despite this, the Group maintained a robust liquidity position, with £6.5m in cash at year-end (2023: £2.6m). Tangible fixed assets stood at £9.0m (2023: £8.3m), reflecting ongoing investment in salon fit-outs and equipment. Intangible assets increased to £0.9m (2023: £0.0m), largely relating to brand and technology development.

Principal risks and uncertainties

The Group’s performance is subject to a number of external and internal risks, including:

The directors continue to monitor these risks closely and adopt mitigating strategies where appropriate.

Key performance indicators

KPI

2024

2023

Movement

Revenue (£m)

12.9

6.5

+98%

Net profit/(loss) (£m)

(9.7)

(6.4)

-48%

Gross margin (%)

31.5%

17.4%

+14.1pp

Cash at year-end (£m)

6.5

2.2

+£3.9m

Tangible fixed assets (£m)

9.0

8.3

+£0.7m

Intangible assets (£m)

0.9

-

+£0.9m

Number of salons (UK & US)

34

30

+13%

Operating EBITDA * (£m)

2.3

1.1

+109%

 

* Operating EBITDA is a non-GAAP measure and is defined as operating profit excluding head office costs and exceptional items and adding back depreciation and amortisation. The measure is used by the business to assess the performance of the trading business.

TOWNHOUSE GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Outlook

The Group enters 2025 with a clear growth agenda. Key initiatives include:

These initiatives are expected to drive further top-line growth and, over time, deliver improved unit economics. The directors remain confident in the Group’s long-term trajectory and are committed to balancing expansion with operational discipline.

 

On behalf of the board

Mr J Millet
Director
5 December 2025
TOWNHOUSE GROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities

The principal activity of the company continued to be that of a holding parent company and the principal activity of the group continued to be that of beauty salons.

Results and dividends

The results for the year are set out on page 9.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr J Millet
Ms J Huber-Millet
Disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Employee involvement

The group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.

 

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

 

There is no employee share scheme at present, but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the company's performance.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies regime.

On behalf of the board
Mr J Millet
5 December 2025
TOWNHOUSE GROUP LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -

The directors are responsible for preparing the Annual Report 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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

TOWNHOUSE GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TOWNHOUSE GROUP LIMITED
- 5 -
Opinion

We have audited the financial statements of Townhouse Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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.

Emphasis of matter

We draw the readers attention to note 26 in the financial statements relating to the prior year restatement and its impact on the comparative figures. Our opinion is unmodified in respect of these matters.

 

Other matters

The financial statements for the year ended 31 December 2023, which include the opening balances and comparative information presented herein, have not been audited.

Conclusions relating to going concern

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

 

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

 

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

TOWNHOUSE GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TOWNHOUSE GROUP LIMITED
- 6 -

Opinions on other matters prescribed by the Companies Act 2006

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

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 and the directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

 

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

TOWNHOUSE GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TOWNHOUSE GROUP LIMITED
- 7 -

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

 

 

 

 

 

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

 

 

To address the risk of fraud through management bias and override of controls, we:

 

 

 

 

 

 

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

 

 

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

 

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

TOWNHOUSE GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TOWNHOUSE GROUP LIMITED
- 8 -

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://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 parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Oliver White (Senior Statutory Auditor)
For and on behalf of Affinia (Stratford), Statutory Auditor
Chartered Accountants
19th Floor
1 Westfield Avenue
London
E20 1HZ
5 December 2025
TOWNHOUSE GROUP LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
2024
2023
Notes
£
£
Turnover
3
12,916,159
6,483,607
Cost of sales
(8,842,350)
(5,355,010)
Gross profit
4,073,809
1,128,597
Administrative expenses
(13,771,646)
(7,557,868)
Other operating income
833
10,980
Operating loss
4
(9,697,004)
(6,418,291)
Interest receivable and similar income
8
32,686
21,913
Interest payable and similar expenses
9
(69,584)
(5,349)
Loss before taxation
(9,733,902)
(6,401,727)
Tax on loss
10
-
0
-
0
Loss for the financial year
(9,733,902)
(6,401,727)
Other comprehensive income
Currency translation loss arising in the year
(12,688)
-
0
Total comprehensive income for the year
(9,746,590)
(6,401,727)
Loss for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
TOWNHOUSE GROUP LIMITED
GROUP STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
11
481,061
536,013
Other intangible assets
11
924,764
41,162
Total intangible assets
1,405,825
577,175
Tangible assets
12
8,961,254
8,256,516
10,367,079
8,833,691
Current assets
Stocks
15
546,879
405,001
Debtors
16
2,101,880
1,868,921
Cash at bank and in hand
6,515,658
2,616,351
9,164,417
4,890,273
Creditors: amounts falling due within one year
17
(3,517,099)
(3,804,481)
Net current assets
5,647,318
1,085,792
Total assets less current liabilities
16,014,397
9,919,483
Creditors: amounts falling due after more than one year
18
(2,281,888)
(2,105,819)
Net assets
13,732,509
7,813,664
Capital and reserves
Called up share capital
21
20
16
Share premium account
32,940,635
17,275,204
Other reserves
(12,688)
-
0
Profit and loss reserves
(19,195,458)
(9,461,556)
Total equity
13,732,509
7,813,664

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 5 December 2025 and are signed on its behalf by:
05 December 2025
Mr J Millet
Director
Company registration number 12989408 (England and Wales)
TOWNHOUSE GROUP LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
31 December 2024
- 11 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Intangible assets
924,765
41,088
Tangible assets
12
8,205,628
7,886,824
Investments
13
812
12
9,131,205
7,927,924
Current assets
Stocks
15
224,733
93,304
Debtors
16
10,492,895
4,256,107
Cash at bank and in hand
554,669
223,609
11,272,297
4,573,020
Creditors: amounts falling due within one year
17
(2,024,897)
(2,205,404)
Net current assets
9,247,400
2,367,616
Total assets less current liabilities
18,378,605
10,295,540
Creditors: amounts falling due after more than one year
18
(2,786,358)
(1,469,801)
Net assets
15,592,247
8,825,739
Capital and reserves
Called up share capital
21
20
16
Share premium account
32,940,635
17,275,204
Profit and loss reserves
(17,348,408)
(8,449,481)
Total equity
15,592,247
8,825,739

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £8,898,927 (2023 - £5,873,241 loss).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 5 December 2025 and are signed on its behalf by:
05 December 2025
Mr J Millet
Director
Company registration number 12989408 (England and Wales)
TOWNHOUSE GROUP LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
Share capital
Share premium account
Currency translation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2023
13
4,027,322
-
0
(3,059,829)
967,506
Year ended 31 December 2023:
Loss and total comprehensive income
-
-
-
(6,401,727)
(6,401,727)
Issue of share capital
21
3
13,247,882
-
-
13,247,885
Balance at 31 December 2023
16
17,275,204
-
0
(9,461,556)
7,813,664
Year ended 31 December 2024:
Loss for the year
-
-
-
(9,733,902)
(9,733,902)
Other comprehensive income:
Currency translation differences
-
-
(12,688)
-
0
(12,688)
Total comprehensive income
-
-
(12,688)
(9,733,902)
(9,746,590)
Issue of share capital
21
4
15,665,431
-
-
15,665,435
Balance at 31 December 2024
20
32,940,635
(12,688)
(19,195,458)
13,732,509
TOWNHOUSE GROUP LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
As restated for the period ended 31 December 2023:
Balance at 1 January 2023
13
4,027,322
(2,576,240)
1,451,095
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
-
(5,873,241)
(5,873,241)
Issue of share capital
21
3
13,247,882
-
13,247,885
Balance at 31 December 2023
16
17,275,204
(8,449,481)
8,825,739
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
(8,898,927)
(8,898,927)
Issue of share capital
21
4
15,665,431
-
15,665,435
Balance at 31 December 2024
20
32,940,635
(17,348,408)
15,592,247
TOWNHOUSE GROUP LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
24
(7,908,519)
(3,377,448)
Interest paid
(69,584)
(5,349)
Net cash outflow from operating activities
(7,978,103)
(3,382,797)
Investing activities
Purchase of business
-
(310,454)
Purchase of intangible assets
(944,389)
-
Purchase of tangible fixed assets
(2,663,202)
(6,879,688)
Interest received
32,686
21,913
Net cash used in investing activities
(3,574,905)
(7,168,229)
Financing activities
Proceeds from issue of shares
15,665,435
13,247,885
Repayment of borrowings
(153,150)
(741,797)
Repayment of bank loans
(47,282)
(10,073)
Net cash generated from financing activities
15,465,003
12,496,015
Net increase in cash and cash equivalents
3,911,995
1,944,989
Cash and cash equivalents at beginning of year
2,616,351
671,362
Effect of foreign exchange rates
(12,688)
-
0
Cash and cash equivalents at end of year
6,515,658
2,616,351
TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 15 -
1
Accounting policies
Company information

Townhouse Group Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is .

 

The group consists of Townhouse Group Limited and all of its subsidiaries.

1.1
Basis of preparation

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Townhouse Group Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.5
Turnover

Revenue represents the fair value of consideration received or receivable for services provided in the ordinary course of business, excluding value added tax (VAT) and trade discounts.

 

Revenue is recognised when it is probable that the economic benefits will flow to the company and the amount of revenue can be measured reliably, as follows:

Services (manicures, pedicures, nail extensions, beauty treatments):

Revenue is recognised at the point when the service is performed, as this is when the customer receives and consumes the benefit of the service.

 

Retail sales (nail care products, beauty products):

Revenue is recognised at the point of sale when the customer takes possession of the goods, as risks and rewards of ownership transfer at that time.

Gift vouchers:

Revenue from the sale of gift vouchers is deferred and recognised only when the voucher is redeemed for services or products. Unredeemed vouchers are recognised as a liability until expiry, at which point revenue is recognised.

 

Loyalty points:

The fair value of customer loyalty points earned is deferred as a liability within creditors. Unredeemed loyalty points are recognised as a liability until expiry, at which point revenue is recognised.

All revenue is measured at the transaction price received or receivable, net of discounts given and VAT charged.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Other intangibles
10 year straight line
TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.8
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold improvements
9 years straight line
Plant and equipment
4 years straight line
Fixtures and fittings
4 to 5 years straight line
Computers
3 years straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

1.9
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.10
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the 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 an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 18 -
1.11
Stocks

Stocks are stated at the lower of cost and net realisable value. Cost includes the purchase price of goods together with any directly attributable costs of bringing the stock to its present condition and location. Net realisable value represents the estimated selling price in the ordinary course of business less any applicable selling expenses. Provision is made where necessary for slow-moving, obsolete, or damaged items of stock. Cost is determined using the weighted average cost method.

1.12
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.13
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 19 -
Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

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

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.14
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.17
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.18
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

Government grants relating to turnover are recognised as income over the periods when the related costs are incurred. Grants relating to an asset are recognised in income systematically over the asset's expected useful life. If part of such a grant is deferred it is recognised as deferred income rather than being deducted from the asset's carrying amount.

TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
2
Judgements and key sources of estimation uncertainty

The company makes judgments and estimates in applying its accounting policies, in particular in relation to revenue recognition for gift cards and loyalty points. A provision is made for the estimated cost of loyalty points that are expected to be redeemed in the future. The estimation requires management to assess the likelihood and timing of redemption based on historical patterns and customer behaviour. Actual outcomes may differ from these estimates, which could affect the amount of revenue recognised in the period.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Beauty salon services
12,916,159
6,483,607
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
12,696,575
6,483,607
United States of America
219,584
-
12,916,159
6,483,607
2024
2023
£
£
Other revenue
Interest income
32,686
21,913
Grants received
-
3,500
4
Operating loss
2024
2023
£
£
Operating loss for the year is stated after charging/(crediting):
Exchange (gains)/losses
(14,609)
1,222
Government grants
-
(3,500)
Depreciation of owned tangible fixed assets
1,657,250
530,894
Loss on disposal of tangible fixed assets
301,214
-
Amortisation of intangible assets
115,724
21,087
Loss on disposal of intangible assets
15
-
Operating lease charges
1,588,416
1,075,926
TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
65,000
-
Audit of the financial statements of the company's subsidiaries
151,000
-
216,000
-
For other services
Taxation compliance services
27,170
16,515
All other non-audit services
24,230
10,585
51,400
27,100
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Head office
94
68
94
68
Salons
355
182
-
-
Total
449
250
94
68

Their aggregate remuneration comprised:

Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
10,473,993
6,557,710
3,961,515
2,897,658
Social security costs
1,929,260
691,668
409,344
302,246
Pension costs
459,049
94,647
77,496
18,886
12,862,302
7,344,025
4,448,355
3,218,790
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
47,761
77,805
TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
32,686
21,913
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
32,686
21,913
9
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
9,557
5,349
Other finance costs:
Other interest
60,027
-
Total finance costs
69,584
5,349
10
Taxation

The actual charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Loss before taxation
(9,733,902)
(6,401,727)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2023: 25.00%)
(2,433,476)
(1,600,432)
Tax effect of expenses that are not deductible in determining taxable profit
111,376
7,087
Tax effect of income not taxable in determining taxable profit
-
0
(368,589)
Tax effect of utilisation of tax losses not previously recognised
-
0
(95,222)
Unutilised tax losses carried forward
2,545,479
2,805,365
Permanent capital allowances in excess of depreciation
(223,379)
(1,035,812)
Tax effect of removal of pre acquition profits
-
0
287,603
Taxation charge
-
-
TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
11
Intangible fixed assets
Group
Goodwill
Patents & Licenses
Other intangibles
Total
£
£
£
£
Cost
At 1 January 2024
553,771
120
51,335
605,226
Additions - internally developed
-
0
-
0
944,389
944,389
Disposals
-
0
(120)
-
0
(120)
At 31 December 2024
553,771
-
0
995,724
1,549,495
Amortisation and impairment
At 1 January 2024
17,758
45
10,248
28,051
Amortisation charged for the year
54,952
60
60,712
115,724
Disposals
-
0
(105)
-
0
(105)
At 31 December 2024
72,710
-
0
70,960
143,670
Carrying amount
At 31 December 2024
481,061
-
0
924,764
1,405,825
At 31 December 2023
536,013
75
41,087
577,175
Company
Other intangibles
£
Cost
At 1 January 2024
50,144
Additions - internally developed
944,389
At 31 December 2024
994,533
Amortisation and impairment
At 1 January 2024
9,056
Amortisation charged for the year
60,712
At 31 December 2024
69,768
Carrying amount
At 31 December 2024
924,765
At 31 December 2023
41,088
TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
12
Tangible fixed assets
Group
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Total
£
£
£
£
£
Cost
At 1 January 2024
6,782,338
404,909
1,819,025
345,679
9,351,951
Additions
2,379,933
10,073
257,845
15,351
2,663,202
Disposals
(27,420)
(8,155)
(967,073)
(8,358)
(1,011,006)
At 31 December 2024
9,134,851
406,827
1,109,797
352,672
11,004,147
Depreciation and impairment
At 1 January 2024
482,157
268,201
272,540
72,537
1,095,435
Depreciation charged in the year
1,031,694
51,041
440,738
133,777
1,657,250
Eliminated in respect of disposals
(12,015)
(7,816)
(681,945)
(8,016)
(709,792)
At 31 December 2024
1,501,836
311,426
31,333
198,298
2,042,893
Carrying amount
At 31 December 2024
7,633,015
95,401
1,078,464
154,374
8,961,254
At 31 December 2023
6,300,181
136,708
1,546,485
273,142
8,256,516
Company
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Total
£
£
£
£
£
Cost
At 1 January 2024
6,718,624
165,005
1,411,246
338,402
8,633,277
Additions
1,566,551
10,073
253,513
11,297
1,841,434
At 31 December 2024
8,285,175
175,078
1,664,759
349,699
10,474,711
Depreciation and impairment
At 1 January 2024
443,460
28,792
208,107
66,094
746,453
Depreciation charged in the year
957,696
50,885
381,903
132,146
1,522,630
At 31 December 2024
1,401,156
79,677
590,010
198,240
2,269,083
Carrying amount
At 31 December 2024
6,884,019
95,401
1,074,749
151,459
8,205,628
At 31 December 2023
6,275,164
136,213
1,203,139
272,308
7,886,824
TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
13
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
812
12
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024
12
Additions
800
At 31 December 2024
812
Carrying amount
At 31 December 2024
812
At 31 December 2023
12
14
Subsidiaries

All of the below subsidiaries are included in the consolidation.

Details of the company's subsidiaries at 31 December 2024 are as follows:

TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
14
Subsidiaries
(Continued)
- 26 -
Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Indirect
Townhouse Salons Limited
1
Beauty salon
Ordinary
100.00
-
London Grace Limited
1
Beauty salon
Ordinary
0
100.00
Sophie Gass Limited
1
Beauty salon
Ordinary
0
100.00
Townhouse Partners Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse Stores Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse Realty Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse Centre Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse Holdings Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse Enterprises Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse Bristol Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse Trading Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse Global Limited
1
Dormant
Ordinary
100.00
-
Townhouse 6 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 7 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 8 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 9 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 11 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 12 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 13 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 14 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 15 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 16 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 17 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 18 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 19 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 20 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 21 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 22 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 23 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 24 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 25 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 26 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 27 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 28 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 29 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 30 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 31 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 32 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 33 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 34 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 35 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 36 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 37 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 39 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 40 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 41 Limited
1
Beauty salon
Ordinary
100.00
-
Townhouse 42 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 43 Limited
1
Dormant
Ordinary
100.00
-
TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
14
Subsidiaries
Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Indirect
(Continued)
- 27 -
Townhouse 44 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 45 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 46 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 47 Limited
1
Dormant
Ordinary
100.00
-
Townhouse 48 Limited
1
Dormant
Ordinary
100.00
-
Townhouse Holdings US LLC
2
Beauty salon
Ordinary
100.00
-
Townhouse Stores LLC
2
Beauty salon
Ordinary
0
100.00
Townhouse Franchising Limited
1
Beauty salon
Ordinary
100.00
-

Registered office addresses (all UK unless otherwise indicated):

1
Floor 3, 222 Gray's Inn Road, London, England, WC1X 8HB
2
9532 S. Santa Monica Boulevard, Beverly Hills, CA 90211, USA
15
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Finished goods and goods for resale
546,879
405,001
224,733
93,304
16
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
121,160
275,401
3,590
-
0
Other debtors
1,062,010
1,198,189
636,674
931,476
Prepayments and accrued income
918,710
395,331
838,720
72,959
2,101,880
1,868,921
1,478,984
1,004,435
Amounts falling due after more than one year:
Amounts owed by group undertakings
-
-
9,013,911
3,251,672
Total debtors
2,101,880
1,868,921
10,492,895
4,256,107
TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 28 -
17
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans
19
17,328
3,624
-
0
-
0
Trade creditors
588,698
1,637,369
567,731
1,436,993
Other taxation and social security
720,035
961,600
716,460
505,196
Other creditors
1,457,663
461,333
159,790
6,681
Accruals and deferred income
733,375
740,555
580,916
256,534
3,517,099
3,804,481
2,024,897
2,205,404
18
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
19
99,899
160,885
-
0
-
0
Shareholder loans
19
896,877
1,050,027
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
2,786,358
1,469,801
Other creditors
1,285,112
894,907
-
0
-
0
2,281,888
2,105,819
2,786,358
1,469,801
19
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
117,227
164,509
-
0
-
0
Shareholder loans
896,877
1,050,027
-
0
-
0
1,014,104
1,214,536
-
-
Payable within one year
17,328
3,624
-
0
-
0
Payable after one year
996,776
1,210,912
-
0
-
0
20
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
459,049
94,647

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 29 -
21
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.01p each
131,189
131,189
13
13
Ordinary A1 shares of 0.01p each
61,421
23,814
6
2
Ordinary A2 shares of 0.01p each
13,159
13,159
1
1
205,769
168,162
20
16
22
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
2,310,959
2,555,578
-
33,031
Between two and five years
4,995,524
5,381,847
-
-
In over five years
8,194,052
9,665,358
-
-
15,500,535
17,602,783
-
33,031
23
Related party transactions

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2024
2023
£
£
Group
Shareholder Loans Advanced to the Group
896,877
1,050,027

Loans from shareholders are interest free and repayable subject to the terms of the loan agreements.

TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 30 -
24
Cash absorbed by group operations
2024
2023
£
£
Loss after taxation
(9,733,902)
(6,401,727)
Adjustments for:
Finance costs
69,584
5,349
Investment income
(32,686)
(21,913)
Loss on disposal of tangible fixed assets
301,214
-
Loss on disposal of intangible assets
15
-
Amortisation and impairment of intangible assets
115,724
21,087
Depreciation and impairment of tangible fixed assets
1,657,250
530,894
Movements in working capital:
Increase in stocks
(141,878)
(128,399)
Increase in debtors
(232,959)
(705,376)
Increase in creditors
89,119
3,322,637
Cash absorbed by operations
(7,908,519)
(3,377,448)
25
Analysis of changes in net funds - group
1 January 2024
Cash flows
Exchange rate movements
31 December 2024
£
£
£
£
Cash at bank and in hand
2,616,351
3,911,995
(12,688)
6,515,658
Borrowings excluding overdrafts
(1,214,536)
200,432
-
(1,014,104)
1,401,815
4,112,427
(12,688)
5,501,554
26
Prior period adjustment
Changes to the statement of financial position - company
As previously reported
Adjustment
As restated at 31 Dec 2023
£
£
£
Fixed assets
Other intangibles
40,230
858
41,088
Tangible assets
7,284,315
602,509
7,886,824
Creditors due within one year
Other creditors
(1,551,886)
(148,322)
(1,700,208)
Creditors due after one year
Other creditors
(1,042,999)
(426,802)
(1,469,801)
Net assets
8,797,496
28,243
8,825,739
Capital and reserves
Profit and loss reserves
(8,477,724)
28,243
(8,449,481)
TOWNHOUSE GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
26
Prior period adjustment
(Continued)
- 31 -
Reconciliation of changes in equity - company
1 January
31 December
2023
2023
£
£
Adjustments to prior year
Holiday pay accrual
-
(148,322)
Capital contribution reclass
-
(33,782)
Depreciation adjustment
-
210,347
Total adjustments
-
28,243
Equity as previously reported
1,451,095
8,797,496
Equity as adjusted
1,451,095
8,825,739
Analysis of the effect upon equity
Profit and loss reserves
-
28,243
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