Year Ended
Registration number:
Boden Holdings Limited
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Consolidated Profit and Loss Account |
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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 |
Boden Holdings Limited
Company Information
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Directors |
Mr A Beagley Mrs K Boden Mr S Boden Mr K Bright |
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Registered office |
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Auditors |
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Boden Holdings Limited
Strategic Report
Year Ended 31 March 2025
The directors present their strategic report for the year ended 31 March 2025.
Principal activity
The principal activity of the group is a holding company. The principal activity of the group is combined facilities support activities.
Fair review of the business
Turnover decreased by 8% compared with the prior year, primarily due to the loss of a major contract representing around 20% of annual revenue. Cost of sales reduced by 2.7%, although this did not fully offset the decline in activity levels or the lower margins experienced within a newly entered sector. As a result, gross profit fell by 29%.
Administrative expenses decreased by 12%, including exceptional items, reflecting ongoing cost management. Loss before tax increased from £41k to £591k, driven mainly by the reduction in turnover and margin compression. Despite these challenges, the group remained financially stable, maintained service performance for clients, and continued to meet its commercial and operational obligations.
The directors consider the performance to represent a transitional year. The group has taken steps to stabilise operations and refocus on higher-margin, specialist service lines.
The group's key financial performance indicators are turnover, gross profit and retained earnings which are detailed in the profit and loss account and balance sheet. No further KPI analysis is considered necessary for an understanding of the financial development, performance and position of the group.
Principal risks and uncertainties
The directors consider, assess and identify risks that the group is subject to at their regular meetings and seek to implement operating procedures and financial controls to mitigate those risks. Where necessary the directors will seek advice from relevant professional advisors.
The principal risks and uncertainties relate to the group's reliance on a single market, contract retention and narrow client base. This risk is not as high as it might initially appear due to several mitigating factors, such as spreading work between several key customers and a focused effort to diversify the customer base. The essential nature of the works the group conducts within the defence sector ensures that the possibility of significantly reduced government spend in the sector is low.
The directors continue to monitor these risks and are pursuing diversification into other public-sector markets to improve resilience.
The group is committed to developing its relationship with other contractors, both within the defence sector and others, in order to increase and diversify its revenue streams. The group also faces risk from price inflation which directors seek to mitigate through negotiation with suppliers. The other key risk is around staff retainment and recruitment. Directors monitor the market place and benchmark salaries as required.
The directors are satisfied that the group has sufficient working capital available to continue trading throughout the 12 months from the date of approval of these accounts.
Boden Holdings Limited
Strategic Report
Year Ended 31 March 2025 (continued)
Future Developments
The group intends to expand its specialist hard FM services, with a particular focus on fire door inspections and maintenance and catering equipment servicing, areas that are expected to command stronger margins and support compliance-focused clients.
While the defence sector will continue to be a key market, the group aims to develop its presence across the broader public-sector environment, diversifying revenue streams and reducing reliance on a small number of clients. Investment in technical capability, compliance systems, and specialist training will support this strategic direction.
Approved and authorised by the
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Boden Holdings Limited
Directors' Report
Year Ended 31 March 2025
The directors present their report and the for the year ended 31 March 2025.
Directors of the group
The directors who held office during the year were as follows:
Financial risk management, objectives and policies
The principal financial instruments of the group comprise trade and other debtors and creditors, investments held in a portfolio and cash balances. The board regularly review and agree policies for managing the related risks. The main risk is cashflow risk which arises when there is a delay between the payment of suppliers and money being received from the main customer. The directors continually monitor cash flows to ensure that the group has sufficient funds available to meet debts as they fall due. Price risk is mitigated with the majority of work being fixed price contracts and costs being monitored and controlled through good relationships with suppliers.
Disclosure of information to the auditor
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.
Approved and authorised by the
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Boden Holdings Limited
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities 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 the company and of the profit or loss of the group for that period. In preparing these financial statements, the directors are 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 directors are 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 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 the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Boden Holdings Limited
Independent Auditor's Report to the Members of Boden Holdings Limited
Opinion
We have audited the financial statements of Boden Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2025, which comprise the Consolidated Profit and Loss Account, 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 March 2025 and of the group's loss for the year then ended; |
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
• | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor 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 group and parent 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 directors with respect to going concern are described in the relevant sections of this report.
Boden Holdings Limited
Independent Auditor's Report to the Members of Boden Holdings Limited (continued)
Other information
The directors 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.
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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
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the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception
In the light of 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 Directors' 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 directors' remuneration specified by law are not made; or |
• | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page 5, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.
Boden Holdings Limited
Independent Auditor's Report to the Members of Boden Holdings Limited (continued)
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:
As part of our audit planning we obtained an understanding of the legal and regulatory framework that is applicable to the group. We gained an understanding of the group and the industry in which the group operates as part of this assessment to identify the key laws and regulations affecting the group. We identified the principal risks of non-compliance with laws and regulations as relating to breaches around health and safety and General Data Protection Regulation. We also considered
those laws and regulations that have a direct impact on the preparation of the financial statements such as financial reporting legislation (including the Companies Act 2006) and taxation legislation.
We discussed with management how the compliance with these laws and regulations in monitored and discussed the key policies and procedures in place. We also identified the individuals who have responsibility for ensuring that the group complies with laws and regulations and deals with reporting any issues if they arise. As part of our planning procedures, we assessed the risk of any non compliance with laws and regulations on the group’s ability to continue trading and the risk of
material misstatement to the accounts.
We also evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements. We determined that the principal risks were related to the overstatement of profit, either through overstating revenue, understating expenditure or management bias in accounting estimates and judgements included in the financial statements.
Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved the following:
• Enquiries of management regarding their knowledge of any non compliance with laws and regulations that could affect the financial statements. As part of these enquiries we also discussed with management whether there have been any known instances of fraud, of which there were none.
• We discussed with the compliance officers any certifications that the group holds that could impact on the group’s ability to continue trading. Nothing specific was noted that could impact on trading. There are certifications held in respect of ISO 9001 and gas and electrical safety which we have reviewed.
• Discussed with those responsible for Health and Safety if any incidents have been reported during the year under The Reporting of Injuries, Diseases and Dangerous Occurrences Regulations 2013 (“RIDDOR”).
• Discuss with management the GDPR policies in place and enquiries as to the occurrence and outcome of any reportable breaches
Boden Holdings Limited
Independent Auditor's Report to the Members of Boden Holdings Limited (continued)
• Audited the risk of fraud in revenue recognition by performing sales cut off testing and reconciling key contract income back to signed agreements.
• Audited the risk of management override of controls, including testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.
• Reviewed estimates and judgements made in the accounts for any indication of bias and challenged assumptions used by management in making the estimates.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements. This risk increases the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements as we are less likely to be come aware of instances of non-compliance. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment, collusion, omission or misrepresentation.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: 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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Centenary House
Peninsula Park
Rydon Lane
EX2 7XE
Boden Holdings Limited
Consolidated Profit and Loss Account
Year Ended 31 March 2025
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Note |
2025 |
2024 |
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Turnover |
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Cost of sales |
( |
( |
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Gross profit |
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|
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Administrative expenses |
|||
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Administrative expenses (excluding amortisation and exceptional items) |
( |
( |
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Amortisation |
(575,523) |
(575,523) |
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Exceptional items |
- |
(174,980) |
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Administrative expenses including amortisation and exceptional items |
(3,000,116) |
(3,420,421) |
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Operating (loss)/profit before amortisation and exceptional items |
(2,431) |
754,429 |
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|
Operating (loss)/profit after amortisation and exceptional items |
( |
|
|
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Gain on financial assets at fair value through profit and loss |
|
|
|
|
Income from other fixed asset investments |
|
|
|
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Interest payable and similar expenses |
( |
( |
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(13,230) |
(45,044) |
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Loss before tax |
( |
( |
|
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Tax on loss |
( |
( |
|
|
Loss for the financial year |
( |
( |
|
|
Profit/(loss) attributable to: |
|||
|
Owners of the company |
( |
( |
|
Boden Holdings Limited
Consolidated Balance Sheet
31 March 2025
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Note |
2025 |
2024 |
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Fixed assets |
|||
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Intangible assets |
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Tangible assets |
|
|
|
|
|
|
||
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Current assets |
|||
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Stocks |
|
|
|
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Debtors |
|
|
|
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Other financial assets |
20,341 |
33,897 |
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|
Cash at bank and in hand |
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|
|
|
|
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||
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Creditors: Amounts falling due within one year |
( |
( |
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Net current liabilities |
( |
( |
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Total assets less current liabilities |
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|
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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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|
|
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Capital and reserves |
|||
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Called up share capital |
2,950,101 |
3,100,101 |
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Share premium reserve |
349,960 |
349,960 |
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Capital redemption reserve |
335,000 |
185,000 |
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Profit and loss account |
(899,329) |
(140,345) |
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Equity attributable to owners of the company |
2,735,732 |
3,494,716 |
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Shareholders' funds |
2,735,732 |
3,494,716 |
Approved and authorised by the
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Company Registration Number: 12504305
Boden Holdings Limited
Balance Sheet
31 March 2025
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Note |
2025 |
2024 |
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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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Creditors: Amounts falling due within one year |
( |
( |
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Net current liabilities |
( |
( |
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Net assets |
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Capital and reserves |
|||
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Called up share capital |
2,950,101 |
3,100,101 |
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Share premium reserve |
349,960 |
349,960 |
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Capital redemption reserve |
335,000 |
185,000 |
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Profit and loss account |
1,883,828 |
1,705,060 |
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Shareholders' funds |
5,518,889 |
5,340,121 |
The company made a profit after tax for the financial year of £328,768 (2024 - loss of £126,545).
Approved and authorised by the
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Company Registration Number: 12504305
Boden Holdings Limited
Consolidated Statement of Changes in Equity
Year Ended 31 March 2025
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Share capital |
Share premium |
Capital redemption reserve |
Profit and loss account |
Total |
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At 1 April 2024 |
|
|
|
( |
|
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Loss for the year |
- |
- |
- |
( |
( |
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Total comprehensive income |
- |
- |
- |
( |
( |
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Redemption of preference shares |
(150,000) |
- |
150,000 |
(150,000) |
(150,000) |
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At 31 March 2025 |
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|
( |
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Share capital |
Share premium |
Capital redemption reserve |
Profit and loss account |
Total |
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At 1 April 2023 |
|
|
|
|
|
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Loss for the year |
- |
- |
- |
( |
( |
|
Total comprehensive income |
- |
- |
- |
( |
( |
|
At 31 March 2024 |
|
|
|
( |
|
Boden Holdings Limited
Statement of Changes in Equity
Year Ended 31 March 2025
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Share capital |
Share premium |
Capital redemption reserve |
Profit and loss account |
Total |
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At 1 April 2024 |
|
|
|
|
|
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Profit for the year |
- |
- |
- |
|
|
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Total comprehensive income |
- |
- |
- |
|
|
|
Redemption of preference shares |
(150,000) |
- |
150,000 |
(150,000) |
(150,000) |
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At 31 March 2025 |
|
|
|
|
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Share capital |
Share premium |
Capital redemption reserve |
Profit and loss account |
Total |
|
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At 1 April 2023 |
|
|
|
|
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Loss for the year |
- |
- |
- |
( |
( |
|
At 31 March 2024 |
3,100,101 |
349,960 |
185,000 |
1,705,060 |
5,340,121 |
Boden Holdings Limited
Consolidated Statement of Cash Flows
Year Ended 31 March 2025
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Note |
2025 |
2024 |
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Cash flows from operating activities |
|||
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Loss for the year |
( |
( |
|
|
Adjustments to cash flows from non-cash items |
|||
|
Depreciation and amortisation |
|
|
|
|
Fair value (gains)/losses on investments |
( |
( |
|
|
Loss on disposal of tangible assets |
- |
|
|
|
Finance income |
( |
( |
|
|
Finance costs |
|
|
|
|
Income tax expense |
|
|
|
|
|
|
||
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Working capital adjustments |
|||
|
Decrease/(increase) in stocks |
|
( |
|
|
(Increase)/decrease in trade debtors |
( |
|
|
|
Increase/(decrease) in trade creditors |
|
( |
|
|
Cash generated from operations |
|
|
|
|
Income taxes paid |
( |
( |
|
|
Net cash flow from operating activities |
|
|
|
|
Cash flows from investing activities |
|||
|
Interest received |
|
|
|
|
Acquisitions of tangible assets |
( |
( |
|
|
Acquisition of other financial assets |
( |
( |
|
|
Proceeds from sale of other financial assets |
|
|
|
|
Net cash flows from investing activities |
( |
( |
|
|
Cash flows from financing activities |
|||
|
Interest paid |
( |
( |
|
|
Payments for purchase of own shares |
( |
- |
|
|
Net of new drawdowns and repayments of other borrowing |
|
( |
|
|
Finance lease repayments |
( |
( |
|
|
Net cash flows from financing activities |
( |
( |
|
|
Net decrease in cash and cash equivalents |
( |
( |
|
|
Cash and cash equivalents at 1 April |
|
|
|
|
Cash and cash equivalents at 31 March |
39,341 |
181,844 |
|
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025
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General information |
The company is a private company limited by share capital, incorporated in England & Wales.
The address of its registered office is:
These financial statements were authorised for issue by the
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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 have been prepared in accordance with Financial Reporting Standard 102 - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006. There are no material departures.
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 presentational and functional currency of the company.
Summary of disclosure exemptions
Boden Holdings Limited meets the definition of a qualifying entity under FRS 102. It has therefore taken advantage of disclosure exemptions available to it in respect of its individual financial statements. Exemptions have been taken in relation to the presentation of a cashflow statement, remuneration of key management personnel and financial instruments.
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 March 2025.
As a consolidated profit and loss account is published, a separate profit and loss account for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006.
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.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, are eliminated in full.
Going concern
The group has net current liabilities of £318,719 (2024: net current liabiltiies of £96,506). As part of the group's business continuity plan, scenarios have been run and contingency measures considered to ensure the long-term viability of the company should they be unsuccessful in securing additional facilities management contracts.
The directors have reviewed budgets and cashflow forecasts taking into account the expectation of sales based on term contracts and recent contract renewals. Based on the information available to date, existing working capital, and additional sources of funding available if required, the directors are satisfied that the Group is able to continue trading for a period of at least 12 months from the date of approval of these financial statements.
Key sources of estimation uncertainty
The directors have considered the judgements and estimation uncertainties included in these financial statements and the accounting policies applied. 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 that period only, or in the period of revision and future
periods if the revision affects both current and future periods. The following are considered to be key estimations by the directors.
Recognition of profit on long term contracts
Profit on long term contracts is taken as work is carried out if the final outcome can be assessed with reasonable certainty. This requires an accurate assessment of the stage of completion of each contract, as well as the estimated costs to complete each contract. Judgement is required when estimating the expected costs to complete the contract.
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of value added tax, returns, rebates and discounts and after eliminating sales within the company.
Revenue from reactive work, remedial work and maintenance works is recognised when the service has been delivered to the customer, the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the service will flow to the entity and the costs incurred in respect of completing the service can be measured reliably.
On larger installation project works, revenue is recognised by reference to the stage of completion of the project. Stage of completion is assessed by qualified surveyors and provisions are made within accrued income so that the proportion of contracted revenue recognised is proportional to the total expected costs to complete the project. Where the outcome of the project cannot be measured reliably, revenue is only recognised to the extent of the expenses recognised that are recoverable. Full provision is made for losses expected to arise on project contracts.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
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 corporation 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 on all timing differences at the balance sheet date unless indicated below. Timing differences are differences between taxable profits and the results as stated in the consolidated profit and loss account and other comprehensive income. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
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.
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
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:
|
Asset class |
Depreciation method and rate |
|
Plant and machinery |
15% reducing balance |
|
Fixtures, fittings and equipment |
15% reducing balance |
|
Motor vehicles |
15% reducing balance |
|
Leasehold improvements |
Over life of the lease |
Goodwill
Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.
Intangible assets
Intangible assets are stated in the balance sheet at cost, less any subsequent accumulated amortisation and subsequent accumulated impairment losses.
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:
|
Asset class |
Amortisation method and rate |
|
Software costs |
15% straight line |
|
Goodwill |
10% straight line |
Investments
Investments in subsidiaries are stated at cost less provisions for impairments.
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.
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.
The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are 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.
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
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.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
Financial instruments
Classification
• Short term trade and other debtors and creditors;
• Listed investments;
• Bank loans; and
• Cash and bank balances.
All financial instruments are classified as basic.
Recognition and measurement
Financial instruments are recognised when the group becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.
Except for bank loans, such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.
Bank loans are initially measured at transaction price, including transaction costs, and are subsequently carried at amortised cost using the effective interest method.
Investments 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.
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
|
Revenue |
The analysis of the group's Turnover for the year from continuing operations is as follows:
|
2025 |
2024 |
|
|
Rendering of services in the UK |
|
|
|
Operating (loss)/profit |
Arrived at after charging/(crediting)
|
2025 |
2024 |
|
|
Depreciation expense |
|
|
|
Amortisation and impairment expense* |
|
|
|
Foreign exchange losses |
- |
|
|
Operating lease expense - property |
|
|
|
Operating lease expense - plant and machinery |
|
|
|
Operating lease expense - other |
|
|
|
Loss on disposal of property, plant and equipment |
- |
|
* Includes an exceptional impairment charge of £174,980 in the year to 31 March 2024 against computer software cost.
|
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
|
2025 |
2024 |
|
|
Wages and salaries |
|
|
|
Social security costs |
|
|
|
Pension costs, defined contribution scheme |
|
|
|
|
|
The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:
|
2025 |
2024 |
|
|
Management |
|
|
|
Administration and support |
|
|
|
Facilities |
|
|
|
Directors |
|
|
|
|
|
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
|
Directors' remuneration |
The directors' remuneration for the year was as follows:
|
2025 |
2024 |
|
|
Remuneration |
|
|
|
Contributions paid to money purchase schemes |
|
|
|
301,081 |
297,403 |
During the year the number of directors who were receiving benefits and share incentives was as follows:
|
2025 |
2024 |
|
|
Accruing benefits under money purchase pension scheme |
|
|
In respect of the highest paid director:
|
2025 |
2024 |
|
|
Remuneration |
|
|
|
Company contributions to money purchase pension schemes |
|
|
|
Auditor's remuneration |
|
2025 |
2024 |
|
|
Audit of these financial statements |
4,100 |
3,800 |
|
Audit of the financial statements of subsidiaries of the company |
25,000 |
23,100 |
|
|
|
|
Interest payable and similar expenses |
|
2025 |
2024 |
|
|
Interest on bank overdrafts and borrowings |
|
|
|
Interest expense on other finance liabilities |
|
|
|
|
|
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
|
Taxation |
Tax charged/(credited) in the consolidated profit and loss account
|
2025 |
2024 |
|
|
Current taxation |
||
|
UK corporation tax |
- |
|
|
UK corporation tax adjustment to prior periods |
- |
|
|
- |
177,948 |
|
|
Deferred taxation |
||
|
Arising from origination and reversal of timing differences |
|
( |
|
Tax expense in the income statement |
|
|
The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2024 - higher than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
|
2025 |
2024 |
|
|
Loss before tax |
( |
( |
|
Corporation tax at standard rate |
( |
( |
|
Decrease in UK and foreign current tax from adjustment for prior periods |
- |
( |
|
Tax increase from other short-term timing differences |
|
|
|
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
|
Deferred tax expense from unrecognised temporary difference from a prior period |
|
- |
|
Deferred tax expense relating to changes in tax rates or laws |
- |
|
|
Tax decrease from effect of dividends from UK companies |
( |
- |
|
Further item of tax decrease |
( |
- |
|
Total tax charge |
|
|
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
Deferred tax
Group
Deferred tax assets and liabilities
|
2025 |
Asset |
Liability |
|
Short term timing differences |
- |
|
|
- |
|
|
2024 |
Asset |
Liability |
|
Short term timing differences |
|
- |
|
Intangible assets |
Group
|
Goodwill |
Software costs |
Total |
|
|
Cost or valuation |
|||
|
At 1 April 2024 |
|
|
|
|
At 31 March 2025 |
|
|
|
|
Amortisation |
|||
|
At 1 April 2024 |
|
|
|
|
Amortisation charge |
|
- |
|
|
At 31 March 2025 |
|
|
|
|
Carrying amount |
|||
|
At 31 March 2025 |
|
- |
|
|
At 31 March 2024 |
|
- |
|
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
|
Tangible assets |
Group
|
Leasehold improvements |
Fixtures, fittings and equipment |
Motor vehicles |
Plant and machinery |
Total |
|
|
Cost or valuation |
|||||
|
At 1 April 2024 |
|
|
|
|
|
|
Additions |
- |
|
|
|
|
|
At 31 March 2025 |
|
|
|
|
|
|
Depreciation |
|||||
|
At 1 April 2024 |
|
|
|
|
|
|
Charge for the year |
- |
|
|
|
|
|
At 31 March 2025 |
|
|
|
|
|
|
Carrying amount |
|||||
|
At 31 March 2025 |
- |
|
|
|
|
|
At 31 March 2024 |
- |
|
|
|
|
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
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 |
2024 |
|
|
Motor vehicles |
57,756 |
20,351 |
|
Investments |
Company
|
2025 |
2024 |
|
|
Investments in subsidiaries |
|
|
|
Subsidiaries |
£ |
|
Cost or valuation |
|
|
At 1 April 2024 |
|
|
Carrying amount |
|
|
At 31 March 2025 |
|
|
At 31 March 2024 |
|
Details of undertakings
Details of the investments 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 |
2024 |
||||||
|
Subsidiary undertakings |
|||||||
|
|
Unit B1 Woodside Court
|
|
|
|
|||
|
|
Unit B1 Woodside Court
|
|
|
|
|||
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
|
Subsidiary undertakings |
|
Boden Group Facilities Limited The principal activity of Boden Group Facilities Limited is |
|
Boden Construction Limited The principal activity of Boden Construction Limited is |
Boden Construction Limited is 100% owned by Boden Group Facilities Limited and therefore the shareholding is indirect.
For the year ended 31 March 2025 the subsidiary was entitled to exemption from audit under section 480 of the Companies Act 2006 relating to dormant companies.
|
Stocks |
|
Group |
Company |
|||
|
2025 |
2024 |
2025 |
2024 |
|
|
Stock |
|
|
- |
- |
|
Debtors |
|
Group |
Company |
|||
|
2025 |
2024 |
2025 |
2024 |
|
|
Trade debtors |
|
|
- |
- |
|
Other debtors |
|
|
|
|
|
Prepayments and accrued income |
|
|
- |
- |
|
|
|
|
|
|
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
|
Other financial assets |
Group
|
Financial assets at fair value through profit and loss |
|
|
Current financial assets |
|
|
Cost or valuation |
|
|
At 1 April 2023 |
33,897 |
|
Additions |
270,625 |
|
Disposals |
(285,427) |
|
Fair value adjustments |
1,246 |
|
At 31 March 2025 |
20,341 |
|
Carrying amount |
|
|
At 31 March 2025 |
|
Financial assets at fair value through profit and loss relate to funds invested in an investment portfolio that holds investments in various equities.
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
|
Creditors |
|
Group |
Company |
||||
|
Note |
2025 |
2024 |
2025 |
2024 |
|
|
Due within one year |
|||||
|
Loans and borrowings |
|
|
- |
- |
|
|
Trade creditors |
|
|
- |
- |
|
|
Amounts due to group undertakings |
- |
- |
|
|
|
|
Social security and other taxes |
|
|
- |
- |
|
|
Outstanding defined contribution pension costs |
|
|
- |
- |
|
|
Other creditors |
|
|
- |
- |
|
|
Accruals |
|
|
- |
- |
|
|
Corporation tax |
- |
172,245 |
- |
- |
|
|
|
|
|
|
||
|
Due after one year |
|||||
|
Loans and borrowings |
|
- |
- |
- |
|
|
Loans and borrowings |
Current loans and borrowings
|
Group |
Company |
|||
|
2025 |
2024 |
2025 |
2024 |
|
|
Hire purchase contracts |
|
|
- |
- |
|
Other borrowings |
|
|
- |
- |
|
|
|
- |
- |
|
Non-current loans and borrowings
|
Group |
Company |
|||
|
2025 |
2024 |
2025 |
2024 |
|
|
Hire purchase contracts |
|
- |
- |
- |
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
|
Obligations under leases and hire purchase contracts |
Group
Finance leases
Hire purchase is secured on the assets to which it relates.
The total of future minimum lease payments is as follows:
|
2025 |
2024 |
|
|
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 |
2024 |
|
|
Not later than one year |
|
|
|
Later than one year and not later than five years |
|
|
|
Later than five years |
|
- |
|
|
|
|
Pension and other schemes |
Defined contribution pension scheme
The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £
Contributions totalling £
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
|
Share capital |
Allotted, called up and fully paid shares
|
2025 |
2024 |
|||
|
No. |
£ |
No. |
£ |
|
|
|
|
40 |
|
40 |
|
|
|
50 |
|
50 |
|
|
|
10 |
|
10 |
|
|
|
1 |
|
1 |
|
|
|
2,950,000 |
|
3,100,000 |
|
|
|
|
|
|
Rights, preferences and restrictions
|
Ordinary shares have the following rights, preferences and restrictions: |
|
Preferred ordinary shares have the following rights, preferences and restrictions: |
|
Redeemable preference shares have the following rights, preferences and restrictions: |
|
Non adjusting events after the financial period |
|
|
Boden Holdings Limited
Notes to the Financial Statements
Year Ended 31 March 2025 (continued)
|
Analysis of changes in net debt |
Group
|
|
|
At 1 April 2024 |
Cash flow |
Non-cash movement |
At 31 March 2025 |
|
|
£ |
£ |
£ |
£ |
|
|
Cash |
181,844 |
(142,503) |
- |
39,341 |
|
Borrowings |
||||
|
Short term borrowings |
(98,000) |
(14,065) |
- |
(112,065) |
|
Hire purchase |
(1,531) |
9,184 |
(61,520) |
(53,867) |
|
Net debt |
82,313 |
(155,037) |
(61,520) |
(126,591) |
|
Related party transactions |
Group
Summary of transactions with entities with joint control or significant interest
|
Control |