Caseware UK (AP4) 2024.0.164 2024.0.164 2024-12-312024-12-31falsefalse2592024-01-01268falsefalse 05235361 2024-01-01 2024-12-31 05235361 2023-07-01 2023-12-31 05235361 2024-12-31 05235361 2023-12-31 05235361 2023-07-01 05235361 1 2024-01-01 2024-12-31 05235361 1 2023-07-01 2023-12-31 05235361 5 2024-01-01 2024-12-31 05235361 5 2023-07-01 2023-12-31 05235361 d:Director1 2024-01-01 2024-12-31 05235361 d:Director2 2024-01-01 2024-12-31 05235361 d:Director3 2024-01-01 2024-12-31 05235361 d:Director3 2024-12-31 05235361 d:RegisteredOffice 2024-01-01 2024-12-31 05235361 d:Agent1 2024-01-01 2024-12-31 05235361 e:Buildings e:LongLeaseholdAssets 2024-01-01 2024-12-31 05235361 e:Buildings e:LongLeaseholdAssets 2024-12-31 05235361 e:Buildings e:LongLeaseholdAssets 2023-12-31 05235361 e:PlantMachinery 2024-01-01 2024-12-31 05235361 e:PlantMachinery 2024-12-31 05235361 e:PlantMachinery 2023-12-31 05235361 e:PlantMachinery e:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 05235361 e:MotorVehicles 2024-01-01 2024-12-31 05235361 e:MotorVehicles 2024-12-31 05235361 e:MotorVehicles 2023-12-31 05235361 e:MotorVehicles e:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 05235361 e:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 05235361 e:ComputerSoftware 2024-12-31 05235361 e:ComputerSoftware 2023-12-31 05235361 e:CurrentFinancialInstruments 2024-12-31 05235361 e:CurrentFinancialInstruments 2023-12-31 05235361 e:Non-currentFinancialInstruments 2024-12-31 05235361 e:Non-currentFinancialInstruments 2023-12-31 05235361 e:CurrentFinancialInstruments e:WithinOneYear 2024-12-31 05235361 e:CurrentFinancialInstruments e:WithinOneYear 2023-12-31 05235361 e:Non-currentFinancialInstruments e:AfterOneYear 2024-12-31 05235361 e:Non-currentFinancialInstruments e:AfterOneYear 2023-12-31 05235361 e:UKTax 2024-01-01 2024-12-31 05235361 e:UKTax 2023-07-01 2023-12-31 05235361 e:ShareCapital 2024-12-31 05235361 e:ShareCapital 2023-12-31 05235361 e:ShareCapital 2023-07-01 05235361 e:SharePremium 2024-12-31 05235361 e:SharePremium 2023-12-31 05235361 e:SharePremium 2023-07-01 05235361 e:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 05235361 e:RetainedEarningsAccumulatedLosses 2024-12-31 05235361 e:RetainedEarningsAccumulatedLosses 2023-07-01 2023-12-31 05235361 e:RetainedEarningsAccumulatedLosses 2023-12-31 05235361 e:RetainedEarningsAccumulatedLosses 2023-07-01 05235361 e:AcceleratedTaxDepreciationDeferredTax 2024-12-31 05235361 e:AcceleratedTaxDepreciationDeferredTax 2023-12-31 05235361 d:OrdinaryShareClass1 2024-01-01 2024-12-31 05235361 d:OrdinaryShareClass1 2024-12-31 05235361 d:OrdinaryShareClass1 2023-12-31 05235361 d:FRS102 2024-01-01 2024-12-31 05235361 d:Audited 2024-01-01 2024-12-31 05235361 d:FullAccounts 2024-01-01 2024-12-31 05235361 d:PrivateLimitedCompanyLtd 2024-01-01 2024-12-31 05235361 e:WithinOneYear 2024-12-31 05235361 e:WithinOneYear 2023-12-31 05235361 e:BetweenOneFiveYears 2024-12-31 05235361 e:BetweenOneFiveYears 2023-12-31 05235361 e:MoreThanFiveYears 2024-12-31 05235361 e:MoreThanFiveYears 2023-12-31 05235361 e:HirePurchaseContracts e:WithinOneYear 2024-12-31 05235361 e:HirePurchaseContracts e:WithinOneYear 2023-12-31 05235361 e:HirePurchaseContracts e:BetweenOneFiveYears 2024-12-31 05235361 e:HirePurchaseContracts e:BetweenOneFiveYears 2023-12-31 05235361 e:PlantMachinery e:LeasedAssetsHeldAsLessee 2024-12-31 05235361 e:PlantMachinery e:LeasedAssetsHeldAsLessee 2023-12-31 05235361 e:MotorVehicles e:LeasedAssetsHeldAsLessee 2024-12-31 05235361 e:MotorVehicles e:LeasedAssetsHeldAsLessee 2023-12-31 05235361 e:LeasedAssetsHeldAsLessee 2024-12-31 05235361 e:LeasedAssetsHeldAsLessee 2023-12-31 05235361 f:PoundSterling 2024-01-01 2024-12-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 05235361










THE SOHO SANDWICH COMPANY LTD










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

 
THE SOHO SANDWICH COMPANY LTD
 

COMPANY INFORMATION


Directors
Mr. Gareth Chambers 
Mr. Daniel Silverston 
Mr. Howard Farquhar (resigned 13 June 2025)




Registered number
05235361



Registered office
Unit 7 Advent Business Park
Advent Way

London

England

N18 3AL




Independent auditors
AAB Group Accountants Limited

Dromalane Mill

The Quays

Newry

Co. Down

BT35 8QS




Bankers
Barclays Bank PLC
1 Churchill Place

Canary Wharf

London

United Kingdom

E14 5HP




Solicitors
3volution
10 South Parade

Leeds

United Kingdom

LS1 5QS





 
THE SOHO SANDWICH COMPANY LTD
 

CONTENTS



Page
Strategic report
 
 
1 - 2
Directors' report
 
 
3 - 4
Directors' responsibilities statement
 
 
5
Independent auditors' report
 
 
6 - 9
Statement of comprehensive income
 
 
10
Balance sheet
 
 
11
Statement of changes in equity
 
 
12
Statement of cash flows
 
 
13
Notes to the financial statements
 
 
14 - 34

 
THE SOHO SANDWICH COMPANY LTD
 

STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

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

Business review
 
The principal activity of the company continued to be the manufacture and distribution of sandwiches, wraps and related products.
The company recorded a net profit of £1.3m  (2023: £0.6m) on sales of £30.2m (2023: £14.7m).
The current year results are for a 12 month period, whereas the prior results were based on a 6-month period. 
The company continues to have a strong asset base, with net assets of £6.1m (2023: £4.7m)  as at 31 December 2024. 

Principal risks and uncertainties
 
The company uses financial instruments throughout its business. The core risks associated with the company's financial instruments (i.e. its cash, finance leases, operational level or trade receivables and payables) are finance and interest rate risk, credit risk, liquidity, cash flow risk inflation risk and climate risk. The board reviews and agrees policies for the prudent management of these risks as follows:
Finance and Interest rate risk- The company's objective in relation to interest rate management is to minimise the impact of interest rate volatility on interest costs in order to protect recorded profitability.
Credit risk- The company has no significant concentrations or credit risk. Customers who wish to trade on credit terms are subject to strict verification procedures in advance of credit being awarded and are continually being monitored. Risk is also mitigated by credit insurance.
Liquidity and cash flow risk- The company's objective is to maintain a balance between the continuity of funding and flexibility through the use of borrowings with a range of maturities. The company's policy is to ensure that sufficient resources are available either from cash balances and cash flows to ensure all obligations can be met when they fall due. The directors ensure that cash available within the group is efficiently utilised before any external financing is considered. 
Inflation risk - The company will continue to take steps to ensure the current inflation crisis in the UK and global economy does not materially impact on the business. Costs will be monitored and controlled closely to mitigate the impact of inflation on the business. The directors continue to strive to improve efficiencies within the company so that prices can remain competitive. 
Climate risk – The directors are aware future changes in the climate may affect their supply chain, product costs and demand of the company. The company recognises its corporate responsibility to carry out its operations whilst minimising environmental impacts. The directors' continued aim is to comply with all applicable environmental legislation, prevent pollution and reduce waste wherever possible.

Financial key performance indicators
 
The company's key performance indicators are as follows:
Sales: £30.2m (December 2023: £14.7m)
Profit before tax: 4.3% (December 2023: 7.0%)
Shareholders' Equity: £6,124k (December 2023: £4,734k)                      

Other key performance indicators
 
The company's most important resource is its people; the knowledge and experience is crucial to meeting customer requirements. Retention of key staff is critical and the company has invested increasingly in employment training and development and has introduced appropriate incentive and career progression arrangements.

The directors expect to implement an ongoing programme of staff recruitment to ensure that appropriate staff are in place to facilitate the anticipated growth in turnover levels, The company is committed to training and development of both existing and new employees.

Page 1

 
THE SOHO SANDWICH COMPANY LTD
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Future Developments

The company expects current trading levels to improve. Employees are kept as fully informed as practicable about developments within the business.

The directors continue to assess market demands and opportunities. With this in mind they have anticipated that the company will continue to generate significant profits.


This report was approved by the board and signed on its behalf.



Mr. Gareth Chambers
Director

Date: 19 December 2025
Page 2

 
THE SOHO SANDWICH COMPANY LTD
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

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

Principal activity

The principal activity of the company continued to be the manufacture and distribution of sandwiches, wraps and related products.

Results and dividends

The profit for the year, after taxation, amounted to £1,389,832 (2023 - £677,315).

No ordinary dividends were paid, the directors do not recommend payment of a final dividend. 

Directors

The directors who served during the year were:

Mr. Gareth Chambers 
Mr. Daniel Silverston 
Mr. Howard Farquhar (resigned 13 June 2025)

Employment Involvement

The company's policy is to consult and discuss with employees, through 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 company's performance.

Disabled employees

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 company continues and that the appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Auditors

The auditorsAAB Group Accountants Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

AAB Group Accountants Limited was previously known as FPM Accountants Limited.

Page 3

 
THE SOHO SANDWICH COMPANY LTD
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Going Concern

The financial statements have been prepared on the going concern basis. In assessing whether the going concern basis remains appropriate, the directors have considered the Company’s current financial position, recent trading performance, forecast cash flows and the availability of banking facilities. The directors are aware of certain factors which may cast doubt upon the Company’s, and by association the Group’s, ability to continue as a going concern but despite these pressures the directors remain confident the business will continue to realise its assets and discharge its liabilities in the normal course of business and that the company has sufficient support and resources available to manage these uncertainties effectively. 

For the year ended 31 December 2024, the company reported profit after tax of £1,389,832 (2023: £677,315) and had net assets of £6,124,254 (2023: £4,734,422). In the period since the year end the company, and other group companies, faced difficult trading conditions driven by the UK economic slow-down and enhanced payroll expenditure as a result of the UK Budget of October 2024 coming into effect in April 2025. This, coupled with the rationalisation of customers, has seen a decline in turnover and profitability, resulting in reduced operating cash flows. As a consequence, the parent of The Soho Sandwich Company Ltd, Around Noon Foods Limited, breached certain financial covenants attached to its existing bank loan facilities. Despite this breach, the bank has continued to provide ongoing facilities and support; however, the bank has not yet formally agreed revised terms. The Group has received confirmation in writing from the bank that they will continue to be supported and that the loan is not currently repayable on demand, despite the breach.

The directors have prepared detailed cash flow forecasts and considered a range of sensitivities. These forecasts reflect the steps to be delivered by the business to improve trading performance, and when delivered, along with the negotiated banking terms (including covenant waiver), currently being progressed, show the ability to meet its obligations as they fall due.

The directors consider the going concern basis to remain appropriate because:
• constructive discussions with the bank are ongoing and the director expects their facilities to continue
• the director's forecasts, which include identified cost-reduction measures and expected sales pipeline improvements, indicate that the Company can generate sufficient cash flows to meet its liabilities as they fall due. This includes securing new contracts with customers to provide recurring revenue streams and implementing efficiencies throughout the production process to minimise costs. 

Considering these factors collectively, the directors are confident that the company is well-placed to navigate short-term challenges and to capitalise on future opportunities. Accordingly, the financial statements have been prepared on a going concern basis. 

Forward-looking statement

The directors remain enthusiastic about the year ahead. Supported by new contracts, fostering the relationships with core customers, ongoing cost discipline, and the resilience of brand and quality product, the company is positioned to improve financial performance and return to sustainable profitability. Management’s strategic focus remains on enhancing cash generation, delivering sustainable growth, and building long-term value for stakeholders. 

This report was approved by the board and signed on its behalf.
 





Mr. Gareth Chambers
Director

Date: 19 December 2025
Page 4

 
THE SOHO SANDWICH COMPANY LTD
 

DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024

The directors are responsible for preparing the Strategic report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:

select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;


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 Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 5

 
THE SOHO SANDWICH COMPANY LTD
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE SOHO SANDWICH COMPANY LTD
 

Opinion


We have audited the financial statements of THE SOHO SANDWICH COMPANY LTD (the 'Company') for the year ended 31 December 2024, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of cash flows, the Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe 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 Company's affairs as at 31 December 2024 and of its profit 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 Auditors' 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 United Kingdom, including the Financial Reporting Council'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 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 Auditors' report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Page 6

 
THE SOHO SANDWICH COMPANY LTD
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE SOHO SANDWICH COMPANY LTD (CONTINUED)


Opinion on other matters prescribed by the Companies Act 2006
 

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
 

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 or 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:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the 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 Directors' responsibilities statement 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 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 Company or to cease operations, or have no realistic alternative but to do so.


Page 7

 
THE SOHO SANDWICH COMPANY LTD
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE SOHO SANDWICH COMPANY LTD (CONTINUED)


Auditors' 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 Auditors' 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:
We obtained an understanding of the legal and regulatory framework applicable to the company through enquiry of management, industry research and the application of cumulative audit knowledge. We identified the following principal laws and regulations relevant to the company – Companies Act 2006 and the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102).

We developed an understanding of the key fraud risks to the entity (including how fraud might occur), the controls in place to help mitigate those risks, and the accounts, balances and disclosures within the financial statements which may be susceptible to management bias. Our understanding was obtained through review of the financial statements for significant accounting estimates, analysis of journal entries, walkthrough of the key controls cycles in place and enquiry of management.                                                                                       

Our procedures to respond to those risks identified included, but were not limited to:
• Identifying and assessing the design of key controls implemented by management to prevent and detect fraud;
• Enquiry of management and those charged with governance;
• Performance of analytical procedures to identify unusual relationships which may indicate a risk of fraud or an irregularity;
• Journal entry testing - including analysis of the general ledger to identify entries deemed to represent a higher  risk of fraud or error; and
• Assessment of the reasonableness of judgements made by management in accounting estimates.

The inherent limitations of an audit mean that there will always be a risk that irregularities will go undetected, including those which may ultimately lead to a material misstatement. This risk is considered greater where an irregularity results from fraud including misrepresentation, collusion, and forgery.  


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
Page 8

 
THE SOHO SANDWICH COMPANY LTD
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE SOHO SANDWICH COMPANY LTD (CONTINUED)


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 2006Our 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 Auditors' 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.





Teresa Campbell (Senior statutory auditor)
for and on behalf of
AAB Group Accountants Limited
Chartered Accountants & Statuatory Auditors
Dromalane Mill
The Quays
Newry
Co. Down
BT35 8QS

19 December 2025
Page 9

 
THE SOHO SANDWICH COMPANY LTD
 

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

31 December
31 December
2024
2023
Note
£
£

  

Turnover
 4 
30,180,809
14,708,059

Cost of sales
  
(24,534,444)
(10,788,514)

Gross profit
  
5,646,365
3,919,545

Administrative expenses
  
(4,231,117)
(2,861,264)

Operating profit
 5 
1,415,248
1,058,281

Interest payable and similar expenses
 9 
(99,678)
(25,356)

Profit before tax
  
1,315,570
1,032,925

Tax on profit
 10 
74,262
(355,610)

Profit for the financial year
  
1,389,832
677,315

Other comprehensive income for the year
  

Total comprehensive income for the year
  
1,389,832
677,315

The notes on pages 14 to 34 form part of these financial statements.
Page 10

 
THE SOHO SANDWICH COMPANY LTD
REGISTERED NUMBER: 05235361

BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Tangible assets
 12 
1,541,292
1,888,537

  
1,541,292
1,888,537

Current assets
  

Stocks
 13 
582,703
768,968

Debtors: amounts falling due after more than one year
 14 
-
207,145

Debtors: amounts falling due within one year
 14 
10,735,811
8,308,862

Cash at bank and in hand
 15 
87,068
288,703

  
11,405,582
9,573,678

Creditors: amounts falling due within one year
 16 
(6,461,990)
(6,264,244)

Net current assets
  
 
 
4,943,592
 
 
3,309,434

Total assets less current liabilities
  
6,484,884
5,197,971

Creditors: amounts falling due after more than one year
 17 
(69,482)
(95,849)

Provisions for liabilities
  

Deferred tax
 19 
(291,148)
(367,700)

  
 
 
(291,148)
 
 
(367,700)

Net assets
  
6,124,254
4,734,422


Capital and reserves
  

Called up share capital 
 20 
167
167

Share premium account
  
49,933
49,933

Profit and loss account
  
6,074,154
4,684,322

  
6,124,254
4,734,422


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 19 December 2025.




Mr. Gareth Chambers
Director

The notes on pages 14 to 34 form part of these financial statements.
Page 11

 
THE SOHO SANDWICH COMPANY LTD
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 January 2024
167
49,933
4,684,322
4,734,422



Profit for the year
-
-
1,389,832
1,389,832


At 31 December 2024
167
49,933
6,074,154
6,124,254



STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 July 2023
167
49,933
4,007,007
4,057,107



Profit for the period
-
-
677,315
677,315


At 31 December 2023
167
49,933
4,684,322
4,734,422


The notes on pages 14 to 34 form part of these financial statements.
Page 12

 
THE SOHO SANDWICH COMPANY LTD
 

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
£
£

Cash flows from operating activities

Profit for the financial year
1,389,832
677,315

Adjustments for:

Amortisation of intangible assets
-
9,667

Depreciation of tangible assets
445,988
227,633

Interest paid
99,678
25,356

Taxation charge
(74,262)
355,610

Decrease/(increase) in stocks
186,265
(235,920)

(Increase)/decrease in debtors
(323,055)
65,065

(Increase) in amounts owed by groups
(1,896,749)
(1,376,382)

(Decrease) in creditors
(983,770)
(794,531)

Increase in amounts owed to groups
832,997
15,432

Corporation tax (paid)/received
(2,202)
-

Net cash generated from operating activities

(325,278)
(1,030,755)


Cash flows from investing activities

Purchase of tangible fixed assets
(98,743)
(73,380)

HP interest paid
(6,620)
(5,543)

Net cash from investing activities

(105,363)
(78,923)

Cash flows from financing activities

Repayment of/new finance leases
(23,473)
(11,226)

Interest paid
(93,058)
(19,813)

Net cash used in financing activities
(116,531)
(31,039)

Net (decrease) in cash and cash equivalents
(547,172)
(1,140,717)

Cash and cash equivalents at beginning of year
(950,555)
190,162

Cash and cash equivalents at the end of year
(1,497,727)
(950,555)


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
87,068
288,703

Invoice discounting
(1,584,795)
(1,239,258)

(1,497,727)
(950,555)


The notes on pages 14 to 34 form part of these financial statements.

Page 13

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

The Soho Sandwich Company Ltd is a Company limited by shares and incorporated in England and Wales under the Companies Act 2006. The address of the registered office is Unit 7 Advent Business Park, Advent Way, London, N18 3AL. The nature of the Company's operations and its principal activities are set out in the Director's Report.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

  
2.2

Reporting period

The financial statements are for the year ended 31 December 2024. The previous period was for the 6 months to December 2023. 

Page 14

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.3

Going concern

The financial statements have been prepared on the going concern basis. In assessing whether the going concern basis remains appropriate, the directors have considered the Company’s current financial position, recent trading performance, forecast cash flows and the availability of banking facilities. The directors are aware of certain factors which may cast doubt upon the Company’s, and by association the Group’s, ability to continue as a going concern but despite these pressures the directors remain confident the business will continue to realise its assets and discharge its liabilities in the normal course of business and that the company has sufficient support and resources available to manage these uncertainties effectively. 

For the year ended 31 December 2024, the company reported profit after tax of £1,389,832 (2023: £677,315) and had net assets of £6,124,254 (2023: £4,734,422). In the period since the year end the company, and other group companies, faced difficult trading conditions driven by the UK economic slow-down and enhanced payroll expenditure as a result of the UK Budget of October 2024 coming into effect in April 2025. This, coupled with the rationalisation of customers, has seen a decline in turnover and profitability, resulting in reduced operating cash flows. As a consequence, the parent of The Soho Sandwich Company Ltd, Around Noon Foods Limited, breached certain financial covenants attached to its existing bank loan facilities. Despite this breach, the bank has continued to provide ongoing facilities and support; however, the bank has not yet formally agreed revised terms. The Group has received confirmation in writing from the bank that they will continue to be supported and that the loan is not currently repayable on demand, despite the breach.

The directors have prepared detailed cash flow forecasts and considered a range of sensitivities. These forecasts reflect the steps to be delivered by the business to improve trading performance, and when delivered, along with the negotiated banking terms (including covenant waiver), currently being progressed, show the ability to meet its obligations as they fall due.

The directors consider the going concern basis to remain appropriate because:
• constructive discussions with the bank are ongoing and the director expects their facilities to continue
• the director's forecasts, which include identified cost-reduction measures and expected sales pipeline improvements, indicate that the Company can generate sufficient cash flows to meet its liabilities as they fall due. This includes securing new contracts with customers to provide recurring revenue streams and implementing efficiencies throughout the production process to minimise costs. 

Considering these factors collectively, the directors are confident that the company is well-placed to navigate short-term challenges and to capitalise on future opportunities. Accordingly, the financial statements have been prepared on a going concern basis. 

Forward-looking statement

The directors remain enthusiastic about the year ahead. Supported by new contracts, fostering the relationships with core customers, ongoing cost discipline, and the resilience of brand and quality product, the company is positioned to improve financial performance and return to sustainable profitability. Management’s strategic focus remains on enhancing cash generation, delivering sustainable growth, and building long-term value for stakeholders. 
Page 15

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

 
2.6

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 
2.7

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 16

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.7
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line  and reducing balance method.

Depreciation is provided on the following basis:

Long-term leasehold property
-
10% Straight Line
Plant and machinery
-
20%-50% Straight Line
Motor vehicles
-
25% Reducing Balance

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

  
2.8

Impairment of fixed assets

At each reporting period end date, the company 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.

 
2.9

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

Page 17

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.10

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.

 
2.11

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

The Company has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

Financial instruments are recognised in the Company's Balance sheet when the Company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The
Page 18

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.11
Financial instruments (continued)

impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic 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 Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

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

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are
Page 19

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.11
Financial instruments (continued)

discharged or cancelled.

 
2.12

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


  
2.13

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.

  
2.14

Retirement benefits

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

Page 20

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

  
2.15

Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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 leases asset are consumed.

Page 21

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. The nature of estimation means the actual outcomes could differ from those estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical Judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Inventory Provision
Due to the nature of stock, i.e. perishable stock, as the company makes sandwiches and other food items for re-sales, it is necessary to consider the recoverability of the cost of inventory and the associated provisioning required. When calculating the inventory provision, management considers the nature and condition of the inventory, as well as applying assumptions around anticipated saleability of finished goods and future usage of raw materials. 
Page 22

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

3.Judgements in applying accounting policies (continued)


Useful economic lives of tangible assets
The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the net assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets.
Impairment of debtors
The company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current rating of the debtor, the ageing profile of debtors and historical experience.
Classification of direct costs
As advancements in management information become available and the company continues to transition over to new management some classifications may change and some variances may occur. There is no retrospect in applying this. 
Recoverability of Group Balances
The company has amounts receivable from group undertakings included within debtors. The recoverability of these balances is dependent on the financial position and future performance of the counterparties within the group. The directors have considered the financial position of the relevant group entities, including current and forecast trading performance, cash flows, and access to funding. Based on this assessment, the directors believe that the amounts due from group undertakings are fully recoverable and no impairment is required at the balance sheet date. 
This assessment involves a degree of estimation and judgement, particularly in relation to the future performance of related entities and their ability to meet repayment obligations. The directors have assessed whether the group creditor balances will become payable within the next 12 months. They have assumed that the group will continue to support the company and will not call in the debt until such time as the company is able to pay it.
Going Concern
The financial statements have been prepared on a going concern basis. The Directors have considered the financial position of the Company, its short-term and long-term cash requirements, liquidity position and borrowing facilities. They have also considered the company’s business activities, income levels, current inflation pressures and other factors likely to affect its future development, performance and position. The key consideration for the directors are the availability of sufficient cash to fund the cashflow requirements of the company as they fall due and the continued support of the company bankers and finance lenders. 


4.


Turnover

An analysis of the company's turnover by class of business and geographical market is not given as, in the opinion of the directors, this would be seriously prejudicial to the company's interest. 

Page 23

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

5.


Operating profit

The operating profit is stated after charging:

31 December
31 December
2024
2023
£
£

Fees payable to the company's auditor for the audit of the company's financial statements
13,750
13,000

Depreciation of owned tangible fixed assets
409,430
207,331

Depreciation of tangible fixed assets held under finance leases
36,558
20,302

Amortisation of intangible assets
-
1,868

Other operating lease rentals
659,356
169,990


6.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


31 December
31 December
2024
2023
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
13,750
13,000

Page 24

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

7.


Employees

Staff costs, including directors' remuneration, were as follows:


31 December
31 December
2024
2023
£
£

Wages and salaries
6,664,101
3,171,517

Social security costs
600,179
289,252

Cost of defined contribution scheme
79,300
56,677

7,343,580
3,517,446


The average monthly number of employees, including the directors, during the year was as follows:


     31 December
      31 December
        2024
        2023
            No.
            No.







Direct
207
223



Stock control
32
7



Administration
29
13



Sales and marketing
-
16

268
259


8.


Directors' remuneration

31 December
31 December
2024
2023
£
£

Directors' emoluments
164,972
160,000

Company contributions to defined contribution pension schemes
1,321
3,333

166,293
163,333


During the year retirement benefits were accruing to no directors (2023 - NIL) in respect of defined contribution pension schemes.

Page 25

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

9.


Interest payable and similar expenses

31 December
31 December
2024
2023
£
£


Bank interest payable
93,055
19,813

Finance leases and hire purchase contracts
6,620
5,543

Other interest payable
3
-

99,678
25,356


10.


Taxation


31 December
31 December
2024
2023
£
£

Corporation tax


Current tax on profits for the year
94,003
-

Adjustments in respect of previous periods
(91,713)
-


2,290
-


Total current tax
2,290
-

Deferred tax


Origination and reversal of timing differences
(76,552)
355,610

Total deferred tax
(76,552)
355,610


Tax on profit
(74,262)
355,610
Page 26

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
10.Taxation (continued)


Factors affecting tax charge for the year/period

The tax assessed for the year/period is the same as (2023 - the same as) the standard rate of corporation tax in the UK of 25% (2023 - 23.5%) as set out below:

31 December
31 December
2024
2023
£
£


Profit on ordinary activities before tax
1,315,570
1,032,925


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)
328,893
242,737

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
(11,457)
15,062

Capital allowances for year/period in excess of depreciation
76,324
32,612

Utilisation of tax losses
-
(241,119)

Adjustments to tax charge in respect of prior periods
4,703
-

Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
(2,501)
-

Group relief
(393,672)
(49,292)

Deferred tax movement
(76,552)
355,610

Total tax charge for the year/period
(74,262)
355,610


Factors that may affect future tax charges

There were no factors that may affect future tax charges. 

Page 27

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

11.


Intangible assets




Computer software

£



Cost


At 1 January 2024
18,681



At 31 December 2024

18,681



Amortisation


At 1 January 2024
18,681



At 31 December 2024

18,681



Net book value



At 31 December 2024
-



At 31 December 2023
-



Page 28

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

12.


Tangible fixed assets


Long-term leasehold property
Plant and machinery
Motor vehicles
Total

£
£
£
£



Cost or valuation


At 1 January 2024
2,327,275
2,037,308
153,475
4,518,058


Additions
2,700
96,043
-
98,743



At 31 December 2024

2,329,975
2,133,351
153,475
4,616,801



Depreciation


At 1 January 2024
984,711
1,546,002
98,808
2,629,521


Charge for the year on owned assets
236,932
196,301
12,755
445,988



At 31 December 2024

1,221,643
1,742,303
111,563
3,075,509



Net book value



At 31 December 2024
1,108,332
391,048
41,912
1,541,292



At 31 December 2023
1,342,564
491,306
54,667
1,888,537

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2024
2023
£
£



Plant and machinery
58,062
76,398

Motor vehicles
36,445
54,667

94,507
131,065


13.


Stocks

2024
2023
£
£

Raw materials and consumables
582,703
768,968

582,703
768,968


Stocks are stated after provisions for impairment of £nil (2023: £nil).

Page 29

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

14.


Debtors

2024
2023
£
£

Due after more than one year

Other debtors
-
207,145

-
207,145


2024
2023
£
£

Due within one year

Trade debtors
5,161,454
5,035,581

Amounts owed by group undertakings
4,747,596
2,850,847

Other debtors
596,493
266,059

Prepayments and accrued income
230,268
156,375

10,735,811
8,308,862


Amounts owed by group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand. 

Trade debtors are stated after provision for impairment of £42,129 (2023: £42,129).

All trade debtors are due within the company's normal terms. 

The invoice discounting facilities are secured on the book debts of the company. 


15.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
87,068
288,703

Less: invoice discounting
(1,584,795)
(1,239,258)

(1,497,727)
(950,555)


Page 30

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

16.


Creditors: Amounts falling due within one year

2024
2023
£
£

Invoice discounting
1,584,795
1,239,258

Trade creditors
1,830,503
2,630,553

Amounts owed to group undertakings
848,429
15,432

Corporation tax
88
-

Other taxation and social security
129,834
72,695

Obligations under finance lease and hire purchase contracts
23,050
20,156

Other creditors
24,336
117,318

Accruals and deferred income
2,020,955
2,168,832

6,461,990
6,264,244


Amounts owed to group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand. 

The repayment of trade creditors vary between on demand and sixty days. No interest is payable on trade creditors.

The Soho Sandwich Company Limited is indebted to Barclays Bank PLC who hold security for the company’s borrowings. The borrowings are secured against the assets of The Soho Sandwich Company Ltd.

Invoice Discounting Facilities are secured on the book debts of the company. 


17.


Creditors: Amounts falling due after more than one year

2024
2023
£
£

Net obligations under finance leases and hire purchase contracts
69,482
95,849

69,482
95,849


Net obligations under finance leases and hire purchase contracts are secured on the assets acquired.


18.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

2024
2023
£
£


Within one year
23,050
20,156

Between 1-5 years
69,482
95,849

92,532
116,005

Page 31

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

19.


Deferred taxation




2024


£






At beginning of year
(367,700)


Charged to profit or loss
76,552



At end of year
(291,148)

The provision for deferred taxation is made up as follows:

2024
2023
£
£


Accelerated capital allowances
(291,148)
(367,700)

(291,148)
(367,700)

The deferred tax liability set out above relates to accelerated capital allowances. As the maturity period cannot be accurately determined, the deferred tax liability is expected to reverse over the life of the asset.


20.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



16,666 (2023 - 16,666) Ordinary Shares shares of £0.01 each
167
167



21.


Pension commitments

The company uses an outside provider to operate a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £79,300 (2023: £56,677).

Page 32

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

22.


Commitments under operating leases

At 31 December 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2024
2023
£
£


Not later than 1 year
271,216
271,216

Later than 1 year and not later than 5 years
597,872
770,493

Later than 5 years
221,839
320,434

1,090,927
1,362,143


23.


Related party transactions

The company has availed of the exemption under FRS 102 in relation to the disclosure of transactions with wholly owned group companies.

The company made advancements of £145,000 and received £49,444 from a group company which is an
80% subsidiary of Around Noon Foods Limited. As at 31 December 2024 that group company owed
The Soho Sandwich Company Ltd £95,556 (2023: £nil). 

There is no one outside the board of directors who is considered key management personnel. 

Directors remuneration has been disclosed in note 8 to the Financial Statements. 

Amounts due by group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand. 

The company's banker holds an intercompany cross guarantee with all other companies in the group.


24.


Parent company and ultimate controlling party

Around Noon Foods Limited, a company incorporated in England and Wales, is the 100% parent company of The Soho Sandwich Company Ltd.  

Mr Gareth Chambers is considered to be the ultimate controlling party of The Soho Sandwich Company Ltd. 

The consolidated financial statements of Around Noon Food Limited may be obtained from Companies House, Cardiff, CF14 3UZ.
Page 33

 
THE SOHO SANDWICH COMPANY LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
25.


Analysis of net debt




At 1 January 2024
Cash flows
At 31 December 2024
£

£

£

Cash at bank and in hand

288,703

(201,635)

87,068

Bank overdrafts

(1,239,258)

(345,537)

(1,584,795)

Finance leases

(116,005)

23,473

(92,532)


(1,066,560)
(523,699)
(1,590,259)


26.


Auditors liability limitation agreement

The directors, on behalf of the company, have entered into a Limited Liability Agreement with their Auditors dated 1 February 2025. The auditors liability is limited to an amount which is considered fair and reasonable. This has been disclosed in line with the company legislation.
Page 34