|
| Basis for qualified opinion |
| We were not appointed as auditor of the company until after 31 December 2024 and thus did not observe the counting of physical inventories at the end of the year. We were unable to satisfy ourselves by alternative means concerning the inventory quantities held at 31 December 2024, which are included in the balance sheet at £1,528,542, by using other audit procedures. Consequently we were unable to determine whether any adjustment to this amount was necessary. In addition, were any adjustment to the inventory balance to be required, the strategic report would also need to be amended. |
|
| 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 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 qualified opinion. |
|
| Key audit matters |
| Except for the matter described in the basis for qualified opinion section, we have determined that there are no key audit matters to be communicated in our report. |
|
| Conclusions relating to going concern |
| In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
| Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
| Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
|
| Other information |
The 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. As described in the basis for qualified opinion section of our report, we were unable to satisfy ourselves concerning the inventory quantities of £1,528,542 held at 31 December 2024. We have concluded that where the other information refers to the inventory balance or related balances such as operating profit, it may be materially misstated for the same reason. |
|
| Opinions on other matters prescribed by the Companies Act 2006 |
| Except for the possible effects of the matter described in the basis for qualified opinion section of our report, in our opinion, based on the work undertaken in the course of the audit: |
| ● |
the information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| ● |
the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements. |
|
| Matters on which we are required to report by exception |
|
Motor vehicles |
20% reducing balance |
|
|
Investment property |
|
Investment property is initially recognised at cost and then subsequently measured at fair value. Changes in value are recognised in profit or loss. |
|
|
Investments |
|
Investments in subsidiaries, associates and joint ventures are measured at cost less any accumulated impairment losses. Listed investments are measured at fair value. Unlisted investments are measured at fair value unless the value cannot be measured reliably, in which case they are measured at cost less any accumulated impairment losses. Changes in fair value are included in the profit and loss account. |
|
|
Stocks |
|
Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first in first out method. The carrying amount of stock sold is recognised as an expense in the period in which the related revenue is recognised. |
|
|
Debtors |
|
Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts. |
|
Creditors |
|
Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method. |
|
Taxation |
|
A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period. Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted. |
|
|
Provisions |
|
Provisions (ie liabilities of uncertain timing or amount) are recognised when there is an obligation at the reporting date as a result of a past event, it is probable that economic benefit will be transferred to settle the obligation and the amount of the obligation can be estimated reliably. |
|
|
Foreign currency translation |
|
Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss. |
|
|
Leased assets |
|
A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership. All other leases are classified as operating leases. The rights of use and obligations under finance leases are initially recognised as assets and liabilities at amounts equal to the fair value of the leased assets or, if lower, the present value of the minimum lease payments. Minimum lease payments are apportioned between the finance charge and the reduction in the outstanding liability using the effective interest rate method. The finance charge is allocated to each period during the lease so as to produce a constant periodic rate of interest on the remaining balance of the liability. Leased assets are depreciated in accordance with the company's policy for tangible fixed assets. If there is no reasonable certainty that ownership will be obtained at the end of the lease term, the asset is depreciated over the lower of the lease term and its useful life. Operating lease payments are recognised as an expense on a straight line basis over the lease term. |
|
|
Pensions |
|
Contributions to defined contribution plans are expensed in the period to which they relate. |
|
|
Share capital |
|
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. |
|
|
Dividends |
|
Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared. |
|
|
Prior period adjustment |
|
In 2023 there was £229,294 of capital expenditure on the Findon Vale site that should have been a revenue expenditure. This is now an exceptional cost in 2023, and consequently there is a reduction to the depreciation charge for 2023 of £4,584. There has also been an adjustment of £73,021 relating to rent not accrued for Alver Valley and £15,675 of interest on HP and finance loans not charged in 2023. These have been corrected, and the 2023 figures have been restated. This has reduced the profit for 2023 by £313,406. |
|
| 2 |
Analysis of turnover |
2024 |
|
2023 |
| £ |
£ |
|
|
Sale of goods |
9,997,181 |
|
7,473,431 |
|
|
|
|
|
|
|
|
|
|
|
|
By geographical market: |
|
|
UK |
9,997,181 |
|
7,473,431 |
|
|
|
|
|
|
|
|
|
|
|
|
By class of business: |
|
|
Garden centre retail & coffee shops |
9,997,181 |
|
7,473,431 |
|
|
|
|
|
|
|
|
|
|
|
|
| 3 |
Operating profit |
2024 |
|
2023 |
| Restated |
| £ |
£ |
|
This is stated after charging: |
|
|
Depreciation of owned fixed assets |
558,953 |
|
479,487 |
|
Depreciation of assets held under finance leases and hire purchase contracts |
|
1,509 |
|
- |
|
Operating lease rentals - land and buildings |
248,912 |
|
192,892 |
|
Auditors' remuneration for audit services |
12,095 |
|
- |
|
Carrying amount of stock sold |
4,797,264 |
|
3,671,904 |
|
Exceptional Items |
1,062,180 |
|
229,295 |
|
|
|
|
|
|
|
|
|
|
|
|
Exceptional items were one-off expensed items relating to the redevelopment of Findon Vale Garden Centre. These costs are considered to be exceptional by the board due to their non-recurring nature and significant impact on the results for the year. |
|
| 4 |
Directors' emoluments |
2024 |
|
2023 |
| £ |
£ |
|
|
Emoluments |
2,760 |
|
2,860 |
|
|
|
|
|
|
|
|
|
|
|
| 5 |
Staff costs |
2024 |
|
2023 |
| £ |
£ |
|
|
Wages and salaries |
2,751,961 |
|
1,992,772 |
|
Social security costs |
199,399 |
|
140,299 |
|
Other pension costs |
40,790 |
|
31,962 |
|
|
|
|
|
|
|
|
2,992,150 |
|
2,165,033 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Average number of employees during the year |
Number |
Number |
|
|
Administration |
18 |
|
17 |
|
Marketing |
1 |
|
1 |
|
Sales |
140 |
|
102 |
|
|
|
|
|
|
|
|
159 |
|
120 |
|
|
|
|
|
|
|
|
|
|
|
| 6 |
Interest payable |
2024 |
|
2023 |
| £ |
£ |
|
|
Bank loans and overdrafts |
30,805 |
|
28,484 |
|
Finance charges payable under finance leases and hire purchase contracts |
|
36,428 |
|
25,035 |
|
|
|
|
|
|
|
|
67,233 |
|
53,519 |
|
|
|
|
|
|
|
|
|
|
|
|
| 7 |
Taxation |
2024 |
|
2023 |
| £ |
£ |
|
Analysis of charge in period |
|
Deferred tax: |
|
Origination and reversal of timing differences |
(57,566) |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax on loss on ordinary activities |
(57,566) |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
Factors affecting tax charge for period |
|
The differences between the tax assessed for the period and the standard rate of corporation tax are explained as follows: |
|
|
|
|
|
|
|
|
|
2024 |
|
2023 |
| £ |
£ |
|
Loss on ordinary activities before tax |
(770,028) |
|
(166,899) |
|
|
|
|
|
|
|
|
|
|
|
|
UK rate of corporation tax charged |
19% |
|
19% |
|
| £ |
£ |
|
Profit on ordinary activities multiplied by the standard rate of corporation tax |
|
(146,305) |
|
(31,711) |
|
|
Effects of: |
|
Capital allowances for period in excess of depreciation |
(58,783) |
|
(37,493) |
|
Derecognition of deferred tax balance |
(57,566) |
|
Losses carried forward |
205,088 |
|
69,204 |
|
|
Current tax charge / (credit) for period |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
Factors that may affect future tax charges |
|
|
|
| 8 |
Intangible fixed assets |
£ |
£ |
|
Goodwill: |
|
|
Cost |
|
At 1 January 2024 |
125,000 |
|
At 31 December 2024 |
125,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortisation |
|
At 1 January 2024 |
125,000 |
|
At 31 December 2024 |
125,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carrying amount |
|
At 31 December 2024 |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill has been written off in equal annual instalments over its estimated economic life of 5 years. |
|
| 9 |
Tangible fixed assets |
|
|
Land and buildings |
|
Leasehold Improvements |
|
Plant and machinery etc |
|
Motor vehicles |
|
Total |
Total |
|
|
At cost |
At Cost |
|
At cost |
|
At cost |
| £ |
£ |
£ |
£ |
£ |
£ |
|
Cost or valuation |
|
At 1 January 2024 restated |
1,896,397 |
|
4,842,112 |
|
1,698,758 |
|
849,814 |
|
9,287,081 |
|
Additions |
- |
|
11,340 |
|
548,380 |
|
238,803 |
|
798,523 |
|
At 31 December 2024 |
1,896,397 |
|
4,853,452 |
|
2,247,138 |
|
1,088,617 |
|
10,085,604 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
At 1 January 2024 |
250,474 |
|
96,838 |
|
834,842 |
|
340,492 |
|
1,522,646 |
|
Charge for the year |
38,332 |
|
97,065 |
|
274,381 |
|
150,684 |
|
560,462 |
|
At 31 December 2024 |
288,806 |
|
193,903 |
|
1,109,223 |
|
491,176 |
|
2,083,108 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carrying amount |
|
At 31 December 2024 |
1,607,591 |
|
4,659,549 |
|
1,137,915 |
|
597,441 |
|
8,002,496 |
|
At 31 December 2023 restated |
1,645,923 |
|
4,745,274 |
|
863,916 |
|
509,322 |
|
7,764,435 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The assets within Land and Buildings are held under a short leasehold, and those within Leasehold Improvements are under a long leasehold. |
|
|
|
|
|
|
|
|
|
2024 |
|
2023 |
| £ |
£ |
|
Carrying value of plant and machinery included above held under finance leases and hire purchase contracts |
|
385,175 |
|
458,828 |
|
|
|
|
|
|
|
|
|
|
|
|
| 10 |
Stocks |
2024 |
|
2023 |
| £ |
£ |
|
|
Finished goods and goods for resale |
1,528,542 |
|
1,257,844 |
|
|
|
|
|
|
|
|
|
|
|
|
| 11 |
Debtors |
2024 |
|
2023 |
| £ |
£ |
|
|
Trade debtors |
70,026 |
|
39,433 |
|
Other debtors |
1,969 |
|
390,214 |
|
Prepayments and accrued income |
89,537 |
|
51,275 |
|
|
|
|
|
|
|
|
161,532 |
|
480,922 |
|
|
|
|
|
|
|
|
|
|
|
|
| 12 |
Cash and cash equivalents |
2024 |
|
2023 |
| £ |
£ |
|
|
Cash in hand |
39,517 |
|
43,951 |
|
Cash at bank |
127,241 |
|
346,928 |
|
|
|
|
|
|
|
|
166,758 |
|
390,879 |
|
|
|
|
|
|
|
|
|
|
|
|
| 13 |
Creditors: amounts falling due within one year |
2024 |
|
2023 |
| Restated |
| £ |
£ |
|
|
Bank loans |
- |
|
46,000 |
|
Obligations under finance lease and hire purchase contracts |
213,084 |
|
227,362 |
|
Trade creditors |
889,934 |
|
535,240 |
|
Corporation tax |
- |
|
(26,736) |
|
Other taxes and social security costs |
233,570 |
|
121,117 |
|
Other creditors |
425,863 |
|
201,092 |
|
Accruals and deferred income |
225,772 |
|
262,703 |
|
|
|
|
|
|
|
|
1,988,223 |
|
1,366,778 |
|
|
|
|
|
|
|
|
|
|
|
| 14 |
Creditors: amounts falling due after one year |
2024 |
|
2023 |
| Restated |
| £ |
£ |
|
|
Bank loans |
500,000 |
|
82,222 |
|
Obligations under finance lease and hire purchase contracts |
182,252 |
|
146,151 |
|
Amounts owed to group undertakings and undertakings in which the company has a participating interest |
|
1,997,675 |
|
2,139,000 |
|
Other creditors |
3,266,373 |
|
3,435,096 |
|
|
|
|
|
|
|
|
5,946,300 |
|
5,802,469 |
|
|
|
|
|
|
|
|
|
|
|
|
Within the above Mr P O Richards has assisted the company to develop a new garden centre by way of loaning the company £2,958,040 (2023: £3,472,595). The loan is interest free and will not be repaid until the trade at that centre has been established. |
|
|
Charges are held by Lloyds Bank plc which include fixed, floating and negative pledge on the land and property at our Alver Valley site. |
|
|
Paul Richards, Brunel Trustees Limited and the Trustees of the Golden Acres Nurseries Retirement Benefit Scheme have a charge and negative pledge over the Mappleborough Green site. This property is owned by the parent entity of Garden Centre Holdings Limited. |
|
|
| 15 |
Obligations under finance leases and hire purchase |
2024 |
|
2023 |
|
contracts |
Restated |
| £ |
£ |
|
|
Amounts payable: |
|
Within one year |
213,084 |
|
227,362 |
|
Within two to five years |
182,252 |
|
146,151 |
|
|
|
|
|
|
|
|
395,336 |
|
373,513 |
|
|
|
|
|
|
|
|
|
|
|
|
| 16 |
Deferred taxation |
2024 |
|
2023 |
| £ |
£ |
|
|
Accelerated capital allowances |
- |
|
57,566 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2024 |
|
2023 |
| £ |
£ |
|
|
At 1 January |
57,566 |
|
57,883 |
|
Credited to the profit and loss account |
(57,566) |
|
(317) |
|
|
At 31 December |
- |
|
57,566 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £40,790 (2023 - £31,962). |
| 17 |
Share capital |
Nominal |
|
|
|
2024 |
|
2024 |
|
2023 |
| value |
Number |
£ |
£ |
|
Allotted, called up and fully paid: |
|
Ordinary shares |
£1 each |
|
|
|
1,901,000 |
|
1,901,000 |
|
1,901,000 |
|
|
|
|
|
|
|
|
|
|
|
|
| 18 |
Profit and loss account |
2024 |
|
2023 |
| Restated |
| £ |
£ |
|
|
At 1 January |
766,267 |
|
963,166 |
|
Loss for the financial year |
(712,462) |
|
(166,899) |
|
Dividends |
(30,000) |
|
(30,000) |
|
|
At 31 December |
23,805 |
|
766,267 |
|
|
|
|
|
|
|
|
|
|
|
| 19 |
Dividends |
2024 |
|
2023 |
| £ |
£ |
|
|
Dividends on ordinary shares (note 18) |
30,000 |
|
30,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| 20 |
Related party transactions |
|
|
During the year the company made sales to Stansted Park Garden Centre Limited (company number 11341213), a company under common control, of £232,273 (2023: £317,134) with an outstanding debtor balance at year end of £40,398 (2023: £34,987). The company also purchased goods from the company under common control in the year of £52,045 (2023: £58,522) with an outstanding creditor at year end of £1,667 (2023: £18,612). |
|
|
The company paid £225,832 (2023: £73,022) of operating lease rental charges at arm's length on behalf of the parent company Garden Centre Holdings Limited. |
|
|
During the year ended, the company made sales to Plants for Trade Ltd (company number 09190446), a company solely owned by a close family member of the ultimate controlling party, of £64,326 (2023: £59,409) with an outstanding debtor balance at year end of £1,337 (2023: £15,113). The company also purchased goods from the company under common control in the year of £20,776 (2023: £13,455) with an outstanding creditor at year end of £7,627 (2023: £4,720). |
|
|
Held within creditors at the year end is a loan of £408,333 owed to Golden Acre's Retirement Benefit Scheme, a pension scheme under common control. |
|
|
Held within other debtors in the prior year was a £362k balance owed from Mainchannel Developments Limited (company number 09597524), a related company via common control. |
|
|
| 22 |
Directors' Transactions |
|
|
Within creditors Mr P O Richards has assisted the company to develop a new garden centre by way of directors loan. The balance brought forward was £3,472,596 (2023: £4,028,877) with advances of nil (2023: £554,176) and repayments of £514,556 (2023: £1,110,458) meaning the year end balance still due to the director is £2,958,040 (2023: £3,472,596). |
|
| 21 |
Controlling party |
|
|
The ultimate controlling party is Mr P O Richards, who is majority shareholder of Garden Centre Holdings Limited, which owns 100% of the issued share capital of the company. |
|
|
| 22 |
Presentation currency |
|
|
The financial statements are presented in Sterling. |
|
|
| 23 |
Legal form of entity and country of incorporation |
|
|
Your Local Garden Centre Group Ltd is a private company limited by shares and incorporated in England. |
|
|
| 24 |
Principal place of business |
|
|
The company does not have a principal place of business as it has three garden centres. The registered office is detailed on the Company information page. |