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Registered number: 04614918
















NKUKU LIMITED




ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 APRIL 2025


































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NKUKU LIMITED

 
COMPANY INFORMATION


DIRECTORS
Mr A J Cooke (resigned 3 February 2025)
Mrs A L Cooke (resigned 3 February 2025)
Mr C J G Wilson 
Mrs M L Brooks (resigned 27 March 2025)
Mr A J Flowers (resigned 18 April 2025)
Mr M O'Rourke 
Mr J Lowe 
Mr B P Blackwell (appointed 1 February 2025)




COMPANY SECRETARY
A G Secretarial Limited



REGISTERED NUMBER
04614918



REGISTERED OFFICE
Lower Tweed Mill
Shinners Bridge

Dartington

Totnes

Devon

TQ9 6JB




INDEPENDENT AUDITORS
Bishop Fleming Audit Limited
Chartered Accountants & Statutory Auditors

Brook House

Winslade Park

Manor Drive

Clyst St Mary

Exeter

EX5 1GD






NKUKU LIMITED


CONTENTS



Page
Strategic report
 
Directors' report
 
Directors' responsibilities statement
 
Independent auditors' report
 
Statement of income and retained earnings
 
Statement of financial position
 
Notes to the financial statements
 


NKUKU LIMITED

 
STRATEGIC REPORT
FOR THE YEAR ENDED 30 APRIL 2025

INTRODUCTION
 
Nkuku is an ethical interiors brand that designs and curate’s unique homewares, furniture, lighting, textiles, and accessories. The brand is known for its use of sustainable, natural materials and its commitment to preserving traditional craftsmanship and artisanal techniques. 
Nkuku operates a multichannel business model, with a strong and growing direct-to-consumer presence through nkuku.com, alongside a robust wholesale channel via select department stores, high street multiples, independent trade stockists, and interior designers. This is complemented by its own retail store and café. 
With a differentiated, design-led proposition built on ethical values, Nkuku appeals to an affluent customer base that values consciously crafted products for the home. The collection comprises over 1,300 pieces, primarily sourced from India, with many long-standing supplier relationships. 
This multichannel approach not only raises brand awareness but also diversifies risk and enables the business to reach customers through multiple touchpoints. 

BUSINESS REVIEW
 
Sales in the year were £19.4m vs £16.8m in the prior year. Sales grew 15% YoY, with most of the growth coming from D2C, which stepped up 24% and accounted for 61% of Sales, vs 57% in the previous year. Customer acquisition in our D2C channels improved 16%, and the number of existing customers shopping stepped up 15%.

Our combined B2B channels improved 3% on the year, however, this masks the removal of international trade due to complexities caused by Brexit. 

The company continued to focus its product development efforts on its core categories. New product ranges for AW24 and SS25 delivered strong results, achieving 40% year-on-year growth. 

Operationally, the company maintained a strong focus on effective stock management, balancing product availability with logistics costs and cash flow considerations. This approach ensured that stock was well-positioned to meet customer demand efficiently. 

Despite this strong trading performance, the business experienced significant cost pressures during the year, particularly due to exceptional increases in shipping costs.
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PRINCIPAL RISKS AND UNCERTAINTIES
 
Global economic uncertainties, geo-political factors, cost-of-living pressures, national insurance contributions and high interest rates continue to have an impact on consumer behaviour and spending power. 
The company bares a risk of unfavourable changes in foreign currency markets as a large amount of supplier payments are made US$. The company hedges its forecast purchasing, monitors exchange rates and reviews its foreign currency risk on a regular basis. 
Due to the volatility of shipping costs, the company has fixed rates for the majority of financial year 25/26. 



NKUKU LIMITED


STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025

SOCIAL, COMMUNITY AND HUMAN RIGHTS
 
Nkuku has a long-standing commitment to honest and ethical conduct in its relationships with suppliers, customers and employees. We are refining and improving our existing supplier audit process to protect and champion human rights of the workers in our supply chain. The company is a member of B Corp, with 2,500 other UK companies meeting a high standard of social and environmental performance, transparency and accountability. Nkuku is proud to be a real living wage employer.

ENVIRONMENTAL
 
The business considers the environment in the development and packaging of all products. Our strategy includes development of measurable targets for the use sustainable materials and recycled or recyclable packaging. We have Sustainability and Environmental policies which are published on our website. 


This report was approved by the board on 4 November 2025 and signed on its behalf.




Mr M O'Rourke
Director

1
NKUKU LIMITED

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 APRIL 2025

The directors present their report and the financial statements for the year ended 30 April 2025.

PRINCIPAL ACTIVITY

The principal activity of the company continued to be the wholesale and retail of home and lifestyle products.

RESULTS AND DIVIDENDS

The profit for the year, after taxation, amounted to £981,418 (2024: £502,189).

The dividends paid in the year were £Nil (2024: £1,816,882) and the dividend declared post year end and  provided for is £Nil (2024: £Nil).

DIRECTORS

The directors who served during the year were:

Mr A J Cooke (resigned 3 February 2025)
Mrs A L Cooke (resigned 3 February 2025)
Mr C J G Wilson 
Mrs M L Brooks (resigned 27 March 2025)
Mr A J Flowers (resigned 18 April 2025)
Mr M O'Rourke 
Mr J Lowe 
Mr B P Blackwell (appointed 1 February 2025)

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.

POST BALANCE SHEET EVENTS

There have been no significant events affecting the company since the year end.

AUDITORS

The auditorsBishop Fleming Audit Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.



NKUKU LIMITED
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
This report was approved by the board and signed on its behalf.
 






Mr M O'Rourke
Director

Date: 4 November 2025

Lower Tweed Mill
Shinners Bridge
Dartington
Totnes
Devon
TQ9 6JB


NKUKU LIMITED

 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 APRIL 2025

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 judgments 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.



NKUKU LIMITED

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NKUKU LIMITED
OPINION


We have audited the financial statements of Nkuku Limited (the 'company') for the year ended 30 April 2025, which comprise the Statement of income and retained earnings, the Statement of financial position 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 30 April 2025 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.




NKUKU LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NKUKU LIMITED (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 , 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.




NKUKU LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NKUKU LIMITED (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:

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:
 
the nature of the sector, control environment and the Company's performance;
results of our enquiries of management and the Directors, about their own identification and assessment of the risks of irregularities;
any matters we identified having obtained and reviewed the Company's documentation of their policies and procedures relating to: identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance; detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;
the matters discussed among the audit engagement team regarding how and where the fraud might occur in the financial statements and any potential indicators of fraud. As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud, which included incorrect recognition of revenue, management override of controls using manual journal entries, and identified the greatest potential for fraud as incorrect recognition of revenue and management override using manual journal entries.

We have obtained an understanding of the legal and regulatory frameworks that the Company operated in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we have considered in this context include UK Companies Act, FRS 102 and UK tax legislation.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which, may be fundamental to the Company's ability to operate or to avoid a material penalty. These included data protection regulations, occupational health and safety regulations, and employment legislation.

Our procedures to respond to risks identified included the following:
reviewing the financial statement disclosures and testing to supporting documentation to assess the recognition of revenue;
enquiring of Directors and management concerning actual and potential litigation and claims;
performing procedures to confirm material compliance with the requirements of the above regulations;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
reading minutes of director meetings; and
in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; and assessing whether the judgements made in making accounting estimates are indicative of a potential bias.

We also communicated relevant identified laws and regulations and potential fraud risks to all enagement team members, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.



NKUKU LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NKUKU LIMITED (CONTINUED)

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from an error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.
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.


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.






Mark Munro FCA (Senior statutory auditor)
for and on behalf of
Bishop Fleming Audit Limited
Chartered Accountants
Statutory Auditors
Brook House
Winslade Park
Manor Drive
Clyst St Mary
Exeter
EX5 1GD

18 November 2025


NKUKU LIMITED

 
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 30 APRIL 2025

2025
2024
Note
£
£

  

Turnover
 4 
19,437,184
16,785,409

Cost of sales
  
(10,568,816)
(9,040,432)

Gross profit
  
8,868,368
7,744,977

Overhead expenses
  
(7,948,663)
(7,327,598)

Operating profit
 5 
919,705
417,379

Interest receivable and similar income
 9 
-
1,271

Interest payable and similar expenses
 10 
(15,593)
-

Profit before tax
  
904,112
418,650

Tax on profit
 11 
77,306
83,539

Profit after tax
  
981,418
502,189

  

  

Retained earnings at the beginning of the year
  
3,194,173
4,508,866

  
3,194,173
4,508,866

Profit for the year
  
981,418
502,189

Dividends declared and paid
  
-
(1,816,882)

Retained earnings at the end of the year
  
4,175,591
3,194,173

There were no recognised gains and losses for 2025 or 2024 other than those included in the statement of income and retained earnings.

The notes on  form part of these financial statements.



NKUKU LIMITED
REGISTERED NUMBER:04614918

STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2025

2025
2024
Note
£
£

Fixed assets
  

Intangible assets
 13 
35,570
41,554

Tangible assets
 14 
101,588
163,966

  
137,158
205,520

Current assets
  

Stocks
 15 
2,146,457
2,221,884

Debtors: amounts falling due within one year
 16 
2,860,523
2,492,235

Cash at bank and in hand
 17 
2,182,011
1,715,503

  
7,188,991
6,429,622

Creditors: amounts falling due within one year
 18 
(3,150,458)
(3,404,406)

Net current assets
  
 
 
4,038,533
 
 
3,025,216

Total assets less current liabilities
  
4,175,691
3,230,736

Provisions for liabilities
  

Deferred tax
 19 
-
(36,463)

  
 
 
-
 
 
(36,463)

Net assets
  
4,175,691
3,194,273


Capital and reserves
  

Called up share capital 
 20 
100
100

Profit and loss account
 21 
4,175,591
3,194,173

  
4,175,691
3,194,273


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 





Mr M O'Rourke
Director

Date: 4 November 2025

The notes on  form part of these financial statements.



NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

1.


GENERAL INFORMATION

The company is a private company, limited by shares and registered and incorporated in England within the United Kingdom. 
The registered number of the company is 04614918 and the address of the registered office is Lower Tweed Mill, Shinners Bridge, Dartington, Totnes, Devon, TQ9 6JB.

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 judgment in applying the company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

FINANCIAL REPORTING STANDARD 102 - REDUCED DISCLOSURE EXEMPTIONS

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Sustainable Topco Limited as at 30/04/2025 and these financial statements may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.



NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.3

GOING CONCERN

The company has prepared budgets for the period to 30 April 2026. It shows the company to be a going concern. The group is expected to achieve an EBIDTA of £502k for FY25/26. The company has secured a trade finance facility to fund all working capital, capital expenditure and meet its cashflow requirements. The company has a robust financial plan, with the intention to double the business.
This year’s Budget has used these assumptions:

Having previously completed a comprehensive brand positioning project, the company is continuing the executional phase with a focus on compelling brand storytelling across the website, digital and brand communications, to captivate and engage our target audience. 
To reach new customers, the company is forging strategic commercial partnerships with those who can unlock new audiences and authentically represent the brand and its product proposition. This includes high-performing independent retailers, specialists, destination stores, and renowned high-street names such as John Lewis and Next. By aligning with partners like John Lewis and Next the company benefits from their extensive market reach and trusted reputation, ensuring the brand resonates with a broader and more diverse audience. Alongside retail partnerships, the company is also cultivating relationships with commercial and brand collaborators, as well as influencers with strong social currency, to amplify reach, enhance storytelling, and build cultural relevance across multiple touchpoints.
The company will open its second store in the first half of the financial year, at Redbrick near Leeds – the North’s leading destination for interiors. This marks a significant milestone in the company's multichannel strategy and demonstrates confidence in the strength and relevance of the brand beyond its home region. Redbrick provides exposure to a large, design-conscious customer base, expanding the company’s geographic reach while reinforcing its positioning within the premium furniture and ethical homewares market.
The company’s strategic approach to customer acquisition and retention will be to implement a series of segmented marketing initiatives tailored to various audience profiles.
Container rates have been volatile for several years; to protect against these fluctuations and give greater planning certainty we have entered a fixed contract with MSC via our Freight Forwarder Davies Turner. The contract is set to run until the end of December 2025.
The company has hedged, in line with budget assumptions, its foreign currency requirements for the remainder of the financial year. 

The company forms part of a wider group. The two parent companies hold no cash reserves, and their cash requirements are funded by Nkuku. This expenditure is fully forecast in the cashflow forecasts of Nkuku, and sufficient head room is forecast to fund these requirements. The company’s shareholders continue to support the business and facilitate necessary working capital requirements when needed.

There is no other relevant information that would have an impact on the going concern status of the group.







NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.4

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.

 
2.5

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.

 Amortisation is provided on the following bases:

Computer software
-
33%
Straight line

 
2.6

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.

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:

Freehold property
-
5%
Straight line
Leasehold property improv's
-
20%
Straight line
Motor vehicles
-
25%
Reducing balance
Fixtures and fittings
-
10%
Reducing balance / 66.7% Straight line
Office and computer equipment
-
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.



NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

2.ACCOUNTING POLICIES (CONTINUED)

  
2.7

STOCKS

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. 

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

 
2.8

DEBTORS

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.9

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.

 
2.10

CREDITORS

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.11

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.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of income and retained earnings within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.



NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.12

FINANCE COSTS

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.13

DIVIDENDS

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

 
2.14

OPERATING LEASES: THE COMPANY AS LESSEE

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 
2.15

PENSIONS

Defined contributions pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the company in independently administered funds.

 
2.16

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 reporting 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 reporting 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 reporting date.




NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.17

EXCEPTIONAL ITEMS

Exceptional items are transactions that fall within the ordinary activities of the company but are presented separately due to their size or incidence.


3.



JUDGMENTS IN APPLYING ACCOUNTING POLICIES AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these 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.
 
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Stock Provision

Given the balance and nature of the stock at the year end the and the value of sales in the year value of the stock provision is a key accounting estimate. The current stock provision calculation is based on expected returns and value in quaranted stock at the year end. 
 



NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

4.


TURNOVER

An analysis of turnover by class of business is as follows:


2025
2024
£
£

Wholesale
3,689,658
4,204,175

Retail
15,747,526
12,581,234

19,437,184
16,785,409


Analysis of turnover by country of destination:

2025
2024
£
£

United Kingdom
19,417,033
16,620,184

Rest of Europe
17,185
160,348

Rest of the world
2,966
4,877

19,437,184
16,785,409



5.


OPERATING PROFIT

The operating profit is stated after charging:

2025
2024
£
£

Depreciation and amortisation
96,150
161,482

Exchange differences
75,021
29,493

Other operating lease rentals
18,310
110,262

Defined pension cost
82,904
71,592


6.


AUDITORS' REMUNERATION

2025
2024
£
£

Fees payable to the company's auditors for the audit of the company's financial statements
15,700
14,800

The company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent company.



NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

7.


EMPLOYEES

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


2025
2024
£
£

Wages and salaries
2,547,770
2,454,645

Social security costs
252,458
220,051

Cost of defined contribution scheme
82,904
77,170

2,883,132
2,751,866


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


        2025
        2024
            No.
            No.







Employees
78
77


8.


DIRECTORS' REMUNERATION

2025
2024
£
£

Directors' emoluments
360,316
259,039

Company contributions to defined contribution pension schemes
19,183
18,626

379,499
277,665


During the year retirement benefits were accruing to 3 directors (2024: 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £200,210 (2024: £108,111).

The value of the company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £7,812 (2024: £7,350).

A total of 5 (2024: 4) directors received remuneration for their services from other companies within the group. The total remuneration paid to these directors via other group companies during the year was £650,106 (2024: £473,494).


9.


INTEREST RECEIVABLE

2025
2024
£
£


Other interest receivable
-
1,271

-
1,271



NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

10.


INTEREST PAYABLE AND SIMILAR EXPENSES

2025
2024
£
£


Bank interest payable
15,593
-

15,593
-


NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

11.


TAXATION


2025
2024
£
£

CORPORATION TAX


Adjustments in respect of previous periods
-
(55,499)


-
(55,499)


TOTAL CURRENT TAX
-
(55,499)

DEFERRED TAX


Origination and reversal of timing differences
(77,306)
(28,040)

TOTAL DEFERRED TAX
(77,306)
(28,040)


TAXATION ON LOSS ON ORDINARY ACTIVITIES
(77,306)
(83,539)

FACTORS AFFECTING TAX CHARGE FOR THE YEAR

The tax assessed for the year is lower than (2024: lower than) the standard rate of corporation tax in the UK of 25% (2024: 25%). The differences are explained below:

2025
2024
£
£


Profit on ordinary activities before tax
904,112
418,650


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024: 25%)
226,028
104,663

EFFECTS OF:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
935
657

Group relief surrendered/(claimed)
(304,783)
(123,984)

Adjustments to tax charge in respect of prior periods
-
(55,499)

Other differences leading to an increase (decrease) in the tax charge
514
(9,376)

TOTAL TAX CHARGE FOR THE YEAR
(77,306)
(83,539)



NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

12.


DIVIDENDS

2025
2024
£
£


Dividends paid
-
1,816,882

-
1,816,882


13.


INTANGIBLE ASSETS




Computer software

£



COST


At 1 May 2024
68,458


Transfer between classes
133,296



At 30 April 2025

201,754



AMORTISATION


At 1 May 2024
26,904


Charge for the year on owned assets
29,643


Transfer between classes
109,637



At 30 April 2025

166,184



NET BOOK VALUE



At 30 April 2025
35,570



At 30 April 2024
41,554

During the year, a computer software asset previously classified within tangible fixed assets has been reclassified to intangible fixed assets. This reclassification reflects a more appropriate presentation in accordance with FRS 102, as the asset meets the definition of an intangible asset. There is no impact on net assets or profit for the year.





NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

14.


TANGIBLE FIXED ASSETS





Leasehold property improvements
Motor vehicles
Fixtures and fittings
Office  equipment
Total

£
£
£
£
£



COST OR VALUATION


At 1 May 2024
113,542
23,316
238,795
319,198
694,851


Additions
-
-
20,741
8,064
28,805


Disposals
-
-
(1,217)
(16,808)
(18,025)


Transfers between classes
-
-
-
(133,296)
(133,296)



At 30 April 2025

113,542
23,316
258,319
177,158
572,335



DEPRECIATION


At 1 May 2024
97,435
22,086
177,258
234,106
530,885


Charge for the year on owned assets
16,107
273
30,149
19,569
66,098


Disposals
-
-
(969)
(15,630)
(16,599)


Transfers between classes
-
-
-
(109,637)
(109,637)



At 30 April 2025

113,542
22,359
206,438
128,408
470,747



NET BOOK VALUE



At 30 April 2025
-
957
51,881
48,750
101,588



At 30 April 2024
16,107
1,230
61,537
85,092
163,966



NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

15.


STOCKS

2025
2024
£
£

Finished goods and goods for resale
1,753,925
1,727,556

Stock in transit
392,532
494,328

2,146,457
2,221,884



16.


DEBTORS

2025
2024
£
£


Trade debtors
605,578
780,798

Amounts owed by group undertakings
1,589,495
722,397

Other debtors
158,636
442,180

Prepayments and accrued income
465,971
546,860

Deferred taxation
40,843
-

2,860,523
2,492,235



17.


CASH AND CASH EQUIVALENTS

2025
2024
£
£

Cash at bank and in hand
2,182,011
1,715,503

2,182,011
1,715,503



18.


CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025
2024
£
£

Trade creditors
1,799,817
1,982,141

Accruals and deferred income
868,132
1,055,321

Other taxation and social security
467,823
336,747

Other creditors
14,686
30,197

3,150,458
3,404,406




NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

19.


DEFERRED TAXATION




2025


£






At beginning of year
(36,463)


Credited to profit or loss
77,306



AT END OF YEAR
40,843

The deferred taxation balance is made up as follows:

2025
2024
£
£


Accelerated capital allowances
40,843
(36,463)

40,843
(36,463)


20.


SHARE CAPITAL

2025
2024
£
£
ALLOTTED, CALLED UP AND FULLY PAID



1,000,000 (2024: 1,000,000) Ordinary shares of £0.0001 each
100
100



21.


RESERVES

Profit and loss account

The profit and loss reserve represents all current and prior period retained profit and losses.


22.


PENSION COMMITMENTS

The company operates 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 £82,904 (2024: £77,170). Contributions totalling £14,580 (2024: £7,575) were payable to the fund at the reporting date and are included in creditors.



NKUKU LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025

23.


COMMITMENTS UNDER OPERATING LEASES

At 30 April 2025 the company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2025
2024
£
£


Not later than 1 year
64,440
73,595

Later than 1 year and not later than 5 years
14,755
76,600

79,195
150,195


24.OTHER FINANCIAL COMMITMENTS

At the balance sheet date, the company was committed to purchase $4,618,961 (2024: $3,487,687)  under a portfolio of forward contracts. 


25.


RELATED PARTY TRANSACTIONS

The company has taken the exemption available under the requirements of Section 33 Related Party Disclosures paragraph 33.1A, in not providing details of any transactions entered into between two or more members of a wholly owned group. 


26.


CONTROLLING PARTY

The parent company is Sustainable Bidco Limited. The ultimate controlling party is Bridges Sustainable Growth Fund IV (General Partner) LLP.