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Victoria & Albert Baths Limited Registered number: 05839969 Annual report and financial statements For the year ended 31 December 2024
VICTORIA & ALBERT BATHS LIMITED COMPANY INFORMATION
Directors | E John-Featherby
| R C Roberts (appointed 1 February 2025)
Company secretary | A M Pla
Registered number | 05839969
Registered office | Fortune Brands
| Innovations Building
| 2 Pioneer Way
| Wolverhamption
| West Midlands
| WV9 5FH
Independent auditor | Forvis Mazars LLP
| Chartered Accountants & Statutory Auditor
| One St. Peter's Square
| Manchester
| M2 3DE
VICTORIA & ALBERT BATHS LIMITED CONTENTS
| Page
Strategic Report | 1 - 2
Directors' Report | 3 - 4
Independent Auditor's Report | 5 - 8
Statement of Comprehensive Income | 9
Statement of Financial Position | 10
Statement of Changes in Equity | 11
Notes to the Financial Statements | 12 - 26
VICTORIA & ALBERT BATHS LIMITED STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2024
Introduction
Victoria & Albert Baths Ltd designs, imports and distributes luxury baths and associated sanitary ware and accessories. Victoria & Albert products are sold through distributors, Retailers and Architects worldwide. Victoria & Albert Baths Ltd is owned by Fortune Brands Innovations, Inc (NYSE:FBIN). Fortune Brands is a home and security products company built on industry leading brands and innovative products in the plumbing, outdoor, and security markets. Victoria & Albert Baths Ltd forms part Fortune Brands Water Innovations Group where it’s Victoria & Albert brand sits alongside MOEN, ROHL, Riobel, Shaws of Darwen, Perrin & Rowe and Aqualisa brands.
Business review
During 2024 the Company embarked on the next stage of the strategy with the building and commissioning of a purpose-built facility that will incorporate state-of-the-art manufacturing capability for sanitaryware, regional distribution hub, showroom, office space and training centre that will service and support its customers and expanding geographical markets. The manufacturing facility is expected to come online in 2025 and is the foundation for the next stage of strategic regional transformation for the House of Rohl group.
Financial key performance indicators
| 2024 £ | 2023 £
Turnover | 18,423,125 | 12,548,763
Gross profit | 11,764,003 | 8,727,390
Gross profit margin | 64% | 70%
Loss for the year | 5,426,792 | 2,498,982
Sales for the year to 31 December 2024 were £18,423,125 (2023: £12,548,763) an increase of 46.8%. The luxury markets are more resilient to any market fluctuations and underlying turnover remains stable across the region. Gross margin and operating loss were impacted by the strategic investment in the new facility. Principal risks and uncertainties The management of business and the execution of the company’s strategy are subject to a number of risks. The principal risks and uncertainties are outlined on a company basis as follows: Competitive risks The company has faced increasing competition entering the luxury market, but the company continues to differentiate itself by launching pioneering new designs using its proprietary and innovative materials, combined with maintaining its high-level of quality products Environmental risks During the building and commissioning of the new facility, the company is actively involved in installing state-of-the-art machinery and services that will reduce energy consumption needed to manufacture its new sanitaryware production capabilities - 1 -
VICTORIA & ALBERT BATHS LIMITED STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2024 Financial risks Due to the multi-currency transactions, the main financial risk for the company is currency exchange exposure, which is managed through its ultimate parent company. Key Performance Indicators (KPI’s) Given the straightforward nature of the business, the company’s Directors are of the opinion that analysis using KPI’s other than financial KPI’s of revenue and profit before tax for the period, which are already disclosed in the financial statements, are not necessary for an understanding of the development, performance and position of the business. This report was approved by the board on 10 February 2026 and signed on its behalf.
E John-Featherby Director
- 2 -
VICTORIA & ALBERT BATHS LIMITED 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.
Directors' responsibilities statement
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; and ∙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 2006. They 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.
Principal activity
The principal activity of the Company is the import and distribution of baths, other sanitary and household ware, and other related products.
Results and dividends
The loss for the year, after taxation, amounted to £5,426,792 (2023 - loss £2,498,982).
Directors
The directors who served during the year and up to the date of approval of these financial statements were:
E John-Featherby (appointed 30 April 2024)
T R Teter (resigned 31 January 2025)
J D Platt (resigned 10 October 2025)
R C Roberts (appointed 1 February 2025)
- 3 -
VICTORIA & ALBERT BATHS LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2024
Going concern
The financial statements have been prepared on the going concern basis which the directors believe appropriate for the following reasons. Having regard to the current financial position of both the Company and Group the current Company order book together with financial forecasts and strategic plans for future periods; the directors believe that the Company is well placed to manage its business risks successfully. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements. The parent entity have provided support to make sufficient funds available if needed for at least twelve months from the date of the audit report.
Disclosure of information to auditor
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 auditor is 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 auditor is aware of that information.
Auditor
The auditor, Forvis Mazars LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board on 10 February 2026 and signed on its behalf.
E John-Featherby Director
- 4 -
VICTORIA & ALBERT BATHS LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF VICTORIA & ALBERT BATHS LIMITED Opinion We have audited the financial statements of Victoria & Albert Baths Limited (the ‘Company’) for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 loss for the year then ended; ∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and ∙have been prepared in accordance with the requirements of the Companies Act 2006. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our 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 auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. - 5 -
VICTORIA & ALBERT BATHS LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF VICTORIA & ALBERT BATHS LIMITED 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. Opinions 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements. Matters on which we are required to report by exception In light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and 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 3, 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 intend either to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Auditor's responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements. - 6 -
VICTORIA & ALBERT BATHS LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF VICTORIA & ALBERT BATHS LIMITED The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. 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. Based on our understanding of the company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation and anti-money laundering regulation. To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to: ∙Inquiring of management and, where appropriate, those charged with governance, as to whether the company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations; ∙Inspecting correspondence, if any, with relevant licensing or regulatory authorities; ∙Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and ∙Considering the risk of acts by the company which were contrary to applicable laws and regulations, including fraud. We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation, the Companies Act 2006. In addition, we evaluated the directors’ and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, revenue recognition (which we pinpointed to the cut-off assertion), and significant one-off or unusual transactions. Our audit procedures in relation to fraud included but were not limited to: ∙Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud; ∙Gaining an understanding of the internal controls established to mitigate risks related to fraud; ∙Discussing amongst the engagement team the risks of fraud; and ∙Addressing the risks of fraud through management override of controls by performing journal entry testing. There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls. 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 auditor’s report. - 7 -
VICTORIA & ALBERT BATHS LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF VICTORIA & ALBERT BATHS LIMITED Use of the audit report This report is made solely to the Company's members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body for our audit work, for this report, or for the opinions we have formed. John Daly (Senior Statutory Auditor) for and on behalf of Forvis Mazars LLP Chartered Accountants and Statutory Auditor One St. Peter's Square Manchester M2 3DE 10 February 2026 - 8 -
VICTORIA & ALBERT BATHS LIMITED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2024
| 2024 | 2023
Note | £ | £
Turnover | 4 | 18,423,125 | 12,548,763
Cost of sales |  | (6,659,122) | (3,821,373)
Gross profit |  | 11,764,003 | 8,727,390
Distribution costs |  | (2,409,697) | (1,310,840)
Administrative expenses |  | (9,740,257) | (8,145,912)
Exceptional administrative expenses |  | (500,313) | -
Other operating income | 5 | 14,017 | 254,726
Operating loss | 6 | (872,247) | (474,636)
Interest receivable and similar income |  | - | 7,147
Interest payable and similar expenses |  | (4,554,545) | (2,031,493)
Loss before tax |  | (5,426,792) | (2,498,982)
Tax on loss | 9 | - | -
Loss for the financial year |  | (5,426,792) | (2,498,982)
There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of comprehensive income.
There was no other comprehensive income for 2024 (2023: £NIL).
The notes on pages 12 to 26 form part of these financial statements.
- 9 -
VICTORIA & ALBERT BATHS LIMITED REGISTERED NUMBER: 05839969 STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2024
|  | 2024 |  | 2023
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Intangible assets |  |  | 561,989 |  | -
Tangible assets | 12 |  | 64,832,274 |  | 52,567,770
Investments | 13 |  | 3,025,001 |  | -
|  |  | 68,419,264 |  | 52,567,770
Current assets |  |  |  |  |
Stocks | 14 | 3,814,543 |  | 3,492,312 |
Debtors: amounts falling due within one year | 15 | 14,753,189 |  | 11,816,016 |
Cash at bank and in hand | 16 | 391,098 |  | 2,170,753 |
|  | 18,958,830 |  | 17,479,081 |
Creditors: amounts falling due within one year | 17 | (90,608,701) |  | (68,131,338) |
Net current liabilities |  |  | (71,649,871) |  | (50,652,257)
Total assets less current liabilities |  |  | (3,230,607) |  | 1,915,513
Net (liabilities)/assets |  |  | (3,230,607) |  | 1,915,513
Capital and reserves |  |  |  |  |
Called up share capital | 18 |  | 1 |  | 1
Capital redemption reserve | 19 |  | 302,500 |  | 21,828
Profit and loss account | 19 |  | (3,533,108) |  | 1,893,684
|  |  | (3,230,607) |  | 1,915,513
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 10 February 2026.
E John-Featherby
Director
The notes on pages 12 to 26 form part of these financial statements. - 10 -
VICTORIA & ALBERT BATHS LIMITED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Capital contribution reserve | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 January 2023 | 1 | 21,828 | 4,392,666 | 4,414,495
Comprehensive loss for the year |  |  |  |
Loss for the year | - | - | (2,498,982) | (2,498,982)
Total comprehensive loss for the year | - | - | (2,498,982) | (2,498,982)
At 1 January 2024 | 1 | 21,828 | 1,893,684 | 1,915,513
Comprehensive loss for the year |  |  |  |
Loss for the year | - | - | (5,426,792) | (5,426,792)
Total comprehensive loss for the year | - | - | (5,426,792) | (5,426,792)
Contributions by and distributions to owners |  |  |  |
Capital contribution | - | 280,672 | - | 280,672
At 31 December 2024 | 1 | 302,500 | (3,533,108) | (3,230,607)
| The notes on pages 12 to 26 form part of these financial statements.
- 11 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
1. | General information
Victoria & Albert Baths Limited (the 'Company') is a private company limited by shares, registered number 05839969 and is incorporated in England and Wales. The address of its registered office is Fortune Brands, Innovations Building, 2 Pioneer Way, Wolverhamption, West Midlands, WV9 5FH. 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 Group management to exercise judgment in applying the Group'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 Fortune Brands Innovations Inc as at 31 December 2024 and these financial statements may be obtained from the company's website.
| 2.3 | Going concern
The financial statements have been prepared on the going concern basis which the directors believe appropriate for the following reasons. Having regard to the current financial position of both the Company and Group the current Company order book together with financial forecasts and strategic plans for future periods; the directors believe that the Company is well placed to manage its business risks successfully. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements. The parent entity have provided support to make sufficient funds available if needed for at least twelve months from the date of the audit report. - 12 -
VICTORIA & ALBERT BATHS LIMITED 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, rounded to the nearest £1. 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 Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
| 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 | 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. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset. - 13 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.7 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.8 | 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.
| 2.9 | Borrowing costs
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
| 2.10 | Pensions
Defined contribution 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.
| 2.11 | 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.
| 2.12 | 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.
| 2.13 | 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. - 14 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.13 | 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 method. Depreciation is provided on the following basis:
|  |  |  | Buildings | - | 3-7% straight line
|  |  |  | Plant & machinery | - | 10% straight line
|  |  |  | Fixtures & fittings | - | 7% straight line
|  |  |  | Moulds/Tooling | - | 10% straight line
|  |  |  | Computer equipment | - | 33% straight line
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. Assets under construction are only depreciated once the asset has been brought into use.
| 2.14 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment. Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in the Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment. Investments in listed company shares are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in profit or loss for the period.
| 2.15 | 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 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.
| 2.16 | 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. - 15 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.17 | 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.
| 2.18 | 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.
| 2.19 | 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 Statement of Financial Position 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 receivables, cash and bank balances, are initially measured at their transaction price including transaction costs 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 receivables due with the operating cycle fall into this category of financial instruments. - 16 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.19 | Financial instruments (continued)
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 Financial assets are assessed for indicators of impairment at each reporting date. 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 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. 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 payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument 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. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables 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. - 17 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.19 | Financial instruments (continued)
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 discharged or cancelled. - 18 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
Critical judgments in applying the Company's accounting policies The critical judgments that the directors have made in the process of applying the Company's accounting policies that have the most significant effect on the amounts recognised in the statutory financial statements are discussed below. Key sources of estimation uncertainty The key assumptions concerning the future, and other key sources of estimation uncertainty, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below: (i) Recoverability of debt Bad debt provisions are deemed to be an area of judgement as it is at management's discretion whether debts are provided against. (ii) Useful lives of fixed assets The Valuation of depreciaton is determined by management based on the estimated useful economic lives of tangible assets and any residual value of those assets. (iii) Stock provision The valuation of stock is deemed to be an area of judgment due to management deciding upon the value of any provisions against stock at the year end.
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Sale of goods | 18,423,125 | 12,548,763
Analysis of turnover by country of destination:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| United Kingdom | 10,174,422 | 5,820,380
| Rest of Europe | 3,132,321 | 3,773,560
| Rest of the world | 5,116,382 | 2,954,823
|  | 18,423,125 | 12,548,763
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VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
5. | Other operating income
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Other operating income | 14,017 | 254,726
6. | Operating loss
| The operating loss is stated after charging:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Exchange differences | 203,405 | 436,324
| Other operating lease rentals | 13,154 | -
7. | Auditor's remuneration
| During the year, the Company obtained the following services from the Company's auditor:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Fees payable to the Company's auditor for the audit of the Company's financial statements | 84,000 | 87,000
8. | Employees
| Staff costs were as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Wages and salaries | 5,462,311 | 3,903,891
| Social security costs | 528,005 | -
| Cost of defined contribution scheme | 345,753 | 154,012
|  | 6,336,069 | 4,057,903
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2024 | 2023
|  |  | No. | No.
|  | Administrative staff | 105 | 59
- 20 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
9. | Taxation
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Total current tax | - | -
| Deferred tax |  |
| Total deferred tax | - | -
| Tax on loss | - | -
| Factors affecting tax charge for the year
| The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 23.52%). The differences are explained below:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Loss on ordinary activities before tax | (5,426,792) | (2,498,982)
| Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.52%) | (1,357,012) | (587,774)
| Effects of: |  |
| Fixed asset differences | 23,198 | (12,408)
| Expenses not deductible for tax purposes | 57,922 | 11,589
| Other permanent differences | - | 80
| Movement in deferred tax not recognised | 1,275,892 | 315,651
| Group relief surrendered | - | 291,542
| Remeasurement of deferred tax for changes in tax rates | - | (18,680)
| Total tax charge for the year | - | -
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. - 21 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
10. | Exceptional items
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Exceptional items | 500,313 | -
| The £500,313 exceptional items relate to one-off costs associated with the group restructure.
11. | Intangible assets
|  | Computer software
|  | £
| Cost |
| Additions | 335,154
| Transfers between classes | 272,564
| At 31 December 2024 | 607,718
| Amortisation |
| Charge for the year | 45,729
| At 31 December 2024 | 45,729
| Net book value |
| At 31 December 2024 | 561,989
| At 31 December 2023 | -
- 22 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
12. | Tangible fixed assets
|  | Land & buildings | Plant & machinery | Fixtures & fittings | Moulds/ Tooling | Computer equipment | Assets under construction | Total
|  | £ | £ | £ | £ | £ | £ | £
| Cost |  |  |  |  |  |  |
| At 1 January 2024 | - | - | - | - | - | 52,567,770 | 52,567,770
| Additions | 178,107 | 112,321 | 296,927 | - | 196,618 | 12,148,884 | 12,932,857
| Transfers intra group | 492,005 | 84,116 | - | 859,579 | - | - | 1,435,700
| Transfers between classes | 14,899,593 | 162,050 | 285,923 | - | 1,028,161 | (16,648,292) | (272,565)
| At 31 December 2024 | 15,569,705 | 358,487 | 582,850 | 859,579 | 1,224,779 | 48,068,362 | 66,663,762
| Depreciation |  |  |  |  |  |  |
| Charge for the year | 181,969 | 27,397 | 45,404 | - | 384,537 | - | 639,307
| Transfers intra group | 445,803 | - | - | 746,378 | - | - | 1,192,181
| At 31 December 2024 | 627,772 | 27,397 | 45,404 | 746,378 | 384,537 | - | 1,831,488
| Net book value |  |  |  |  |  |  |
| At 31 December 2024 | 14,941,933 | 331,090 | 537,446 | 113,201 | 840,242 | 48,068,362 | 64,832,274
| At 31 December 2023 | - | - | - | - | - | 52,567,770 | 52,567,770
| Land is included within Land & buildings at a net book value of £7,112,700.
- 23 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
13. | Fixed asset investments
|  | Investments in subsidiary companies
|  | £
| Cost |
| Additions | 3,025,001
| At 31 December 2024 | 3,025,001
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Class of shares | Holding
| TCL Manufacturing Limited | Unit 1 Gateway Xiii, Ferry Lane, Rainham, Essex, RM13 9JY | Ordinary | 100%
| Shaws Since 1897 Limited | Waterside, Darwen, Blackburn, Lancashire, United Kingdom, BB3 3NX | Ordinary | 100%
| Avilion Limited* | Unit 1 Gateway X111, Ferry Lane, Rainham, Essex, RM13 9JY | Ordinary | 100%
| Perrin & Rowe Limited* | Unit 1 Gateway Xiii Industrial Estate, Ferry Lane, Rainham, Essex, RM13 9JY | Ordinary | 100%
| Subsidiaries marked * are indirectly held by the company.
14. | Stocks
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Finished goods | 3,814,543 | 3,492,312
- 24 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
15. | Debtors
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Trade debtors | 721,248 | 764,071
| Amounts owed by group undertakings | 12,141,087 | 9,454,956
| Other debtors | 577,742 | 939,741
| Prepayments and accrued income | 895,147 | 239,283
| Tax recoverable | 417,965 | 417,965
|  | 14,753,189 | 11,816,016
| Amounts owed by group undertakings are interest free and repayable on demand.
16. | Cash and cash equivalents
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Cash at bank and in hand | 391,098 | 2,170,753
| Less: bank overdrafts | - | (165)
|  | 391,098 | 2,170,588
17. | Creditors: Amounts falling due within one year
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Bank overdrafts | - | 165
| Trade creditors | 2,238,504 | 1,751,560
| Amounts owed to group undertakings | 86,518,394 | 65,249,235
| Corporation tax | 69,460 | 69,460
| Other taxation and social security | 168,561 | 118,188
| Other creditors | 650,269 | 527,550
| Accruals and deferred income | 963,513 | 415,180
|  | 90,608,701 | 68,131,338
| Amounts owed to group undertakings includes £73,838,569 which incurs interest at market rate. The remaining balance is interest free and repayable on demand.
- 25 -
VICTORIA & ALBERT BATHS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
18. | Share capital
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 1 (2023 - 1) Ordinary share of £1.00 | 1 | 1
19. | Reserves
Capital contribution The capital contribution reserve represents share options granted by the ultimate Parent Company to employees of Victoria & Albert Baths Limited. Profit & loss account The profit and loss account represent the cumulative profits and losses of the Company.
20. | 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 | 4,826 | 24,656
| Later than 1 year and not later than 5 years | - | 6,010
|  | 4,826 | 30,666
21. | Related party transactions
| The Company has taken advantage of the exemption available in section 33 of FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" related party disclosures from the requirement to disclose transactions with wholly owned group companies.
22. | Controlling party
The immediate parent company is Domotec (Europe) Limited, a company registered in the United Kingdom, and the ultimate Parent Company is Fortune Brands Innovations, Inc, a listed company registered in the United States, into which the Company's figures are consolidated.
- 26 -