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Registered number:
FOR THE YEAR ENDED 31 JULY 2025
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WOODLODGE HOLDINGS LIMITED
COMPANY INFORMATION
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WOODLODGE HOLDINGS LIMITED
CONTENTS
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WOODLODGE HOLDINGS LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 JULY 2025
The director presents his strategic report of the company and the group for the year ended 31 July 2025.
Woodlodge Holdings Limited is the holding company of the Woodlodge Group, with two principal subsidiaries, Woodlodge Products Limited and Terrastyle UK Limited, operating principally in the UK.
The group is the UK's leading supplier of gardenware, with a reputation for excellence and expertise in the design and distribution of stylish items for outdoor living. The results of the group for the year and the financial position of the group and company are shown in the financial statements. Woodlodge continues to build on customer service, which is fundamental to the continued strong performance of the business. Woodlodge has been successful in introducing new and exciting products, developing current ranges and developing/launching new product ranges including garden furniture, indoor pots and Christmas Décor. Our products are exclusively designed, using our in-house team and investing in specialist designers. The experience and confidence of the Woodlodge team across the country has given the business a strong platform to grow. Furthermore, improvements, efficiencies, waste reduction, customer satisfaction and competitive pricing have enabled us to win new business with new and current customers. The director anticipates good trading conditions in the year ahead due to increasing demand for our quality products and close working relationships with our customers. Strategy Our strategy is to continue to work with our customers to develop a long term sustainable business that delivers improving products and services. Our business is:
∙Built on the basis of continued improvement;
∙Putting our customers and staff at the heart of everything we do;
∙Striving to deliver excellent customer support to include employing professionals who create success for our customers;
∙Developing new products and services; and
∙To continually learn and adopt current best practices.
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WOODLODGE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
Effective management of risk is essential to the delivery of the group's objective of offering a premium product and excellent customer service.
Woodlodge is exposed to foreign exchange rates which can create volatility in the group's results. This risk is minimised where possible by forward purchasing currency.
The customer needs are foremost and as a result extended pre-season credit terms are sometimes offered. This risk is effectively managed through stringent credit checking and credit control procedures.
Woodlodge continually invests in the improvement of its systems and processes in order to ensure sound financial management and reporting.
The group manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the group has sufficient liquid resources to meet the operating needs of the business. Social responsibility
Woodlodge recognises its obligations to act responsibly, ethically and with integrity in its dealings with staff, customers, neighbours and the environment as a whole.
Woodlodge acknowledges the need for ethical suppliers and ensuring the sustainability of the countryside in the UK and globally.
Woodlodge is partly powered by wind energy generated from its own turbine together with solar power and is also very keen to minimise its carbon footprint of its fleet. New vehicles are chosen with low CO2 emissions and plans are in place to run electric vehicles in our fleet.
The success as a knowledge-based group trading in the garden industry is based on our people and we seek to continue to retain, reward, recruit and develop the best creative talent in our organisation.
Future developments Our long term development plans are to continue to design and develop new products to fill our customers' needs. We are strengthening our market position and increasing our presence in the garden industry. The signs point to further growth and we are on schedule with our efficiency improvements.
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WOODLODGE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
The director considers the key performance indicators are those that communicate the trading strength of the business, these being turnover and gross profit margins.
For the year ended 31 July 2025, turnover was £38,899,992 (31 July 2024: £31,604,445) and gross profit % for the year ended 31 July 2025 was 28% (year ending 31 July 2024: 26%). Stakeholders The board understands the importance of engagement with all stakeholders and gives appropriate weighting to the outcome of its decisions for the relevant stakeholder in weighing up how best to promote the success of the group.
The board regularly discusses issues concerning employees, suppliers/subcontractors, clients, community and environment, regulators, shareholders and health and safety, which it takes into account in its discussions and in its decision-making process. In addition to this, the board seeks to understand the interests and views of the group's stakeholders by engaging with them directly when required. The below summarises the key stakeholders and how we engage with each:
Engagement with employees Our employees contribute to a positive working environment. Employees are key to the success of our business. In addition to aiming to be a responsible employer in our approach to pay and benefits, we continue to engage with our team to ascertain which training and development opportunities should be made to improve our team's productivity and our individual employee's potential within the business.
We continually invest in employee development and wellbeing to create and encourage an inclusive culture within the organisation.
Our culture invites different perspectives, new ideas and opportunities for growth. We work hard to ensure employees feel welcome, are valued and recognised for their hard work. All members of the senior management team and the board are open to new ideas and improved ways of working. Regular company briefings are held to inform the group of financial performance and progress against the company strategy. Employees have wellbeing support via Bupa's Employee Assistance Programme (EAP). Engagement with suppliers and subcontractors
Our suppliers and subcontractors are key stakeholders in the business, we seek to ensure we engage with all our suppliers and subcontractors in partnership and follow various principals in our engagement with them.
These include:
∙Operating tender processes for orders above set limits;
∙Paying to terms on agreed invoices and applications;
∙Seeking supplier and subcontract views on our manner of engagement and areas for improvement; and
∙Having clear codes of conduct and policies.
We have multiple valuable long-term supplier partnerships which have been built by following our culture and values and embedding them in the relationships we build.
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WOODLODGE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
Engagement with customers
Our customers are at the centre of our business. Our field-based and site-based teams build lasting relationships with our current and potential customers to ensure we deliver the highest levels of service. We are in regular contact with our clients, in order to ensure that our products are delivered and displayed on-time and in-line with their expectations. This is primarily completed on a face-to-face basis at our customers sites and the group has invested heavily in its field-based sales and merchandising team to facilitate this process. This activity is supported by attendance at several trade events and customers are invited to our on-site showroom. Our community and environment
The community and the environment is of high importance to the board. The business supports various charities including Greenfingers, a children's charity that provides gardens at hospices and numerous justgiving charities. We will also support various other individual charity requests throughout the year.
The environment is very important to the group and we understand the importance of minimising our environmental impact. Steps taken:
∙All energy used comes from renewable sources with energy created by our own wind turbine and solar panels supplemented by an energy provider committed to renewable energy;
∙Reduction in packaging materials and where possible we use or recycle cardboard, plastics, and our office waste; and
∙Carbon off-set of the majority of our print material through a scheme which plants new trees in UK forests.
Engagement with regulators
We work with regulators in a proactive manner to develop regulations that meet the needs of all our stakeholders.
The board's intention is to behave responsibly and to ensure that the management team operates in a responsible manner. In doing so, we believe we will achieve our long-term business strategy and further develop our reputation in the horticultural sector.
We have a risk and control framework to ensure that the group complies with all legal and regulatory requirements.
This report was approved by the board and signed on its behalf.
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WOODLODGE HOLDINGS LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 JULY 2025
The Director presents his report and the financial statements for the year ended 31 July 2025.
The Director is responsible for preparing the Group strategic report, the Director's report and the consolidated financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the Director is required to:
∙select suitable accounting policies for the group's financial statements and then apply them consistently;
∙make judgements 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 group will continue in business.
The Director is responsible for keeping adequate accounting records that are sufficient to show and explain the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and to enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The profit for the year, after taxation, amounted to £1,167,049 (2024: loss £179,344).
The total distribution of dividends for the year ended 31 July 2025 will be £42,000 (2024: £50,000).
The Director who served during the year was:
At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the group continues to adopt the going concern basis of accounting in preparing the financial statements.
The director has undertaken a comprehensive going concern review over the period to 31 July 2027 on a group basis. This included reviewing detailed cash flow forecasts, covenant forecasts and a review of the funding requirements. Along with these forecasts, the director is highly encouraged by the strength of the business and its longstanding relationships with customers/suppliers. He believes that collectively this provides substantial evidence that the business can thrive going forwards and should afford sufficient evidence of the appropriateness of a going concern assessment for the annual accounts.
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WOODLODGE HOLDINGS LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
The group has chosen in accordance with section 414C(11) of the Companies Act 2006 (strategic report and directors' report) Regulations 2013 to set out in the group's strategic report information required by the large and medium-sized companies and groups (accounts and reports) regulations 2008 Schedule 7 to be contained in the directors' report.
There have been no significant events affecting the group since the year end.
The auditor, Cooper Parry Group Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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WOODLODGE HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WOODLODGE HOLDINGS LIMITED
We have audited the financial statements of Woodlodge Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 July 2025, which comprise the consolidated profit and loss account, the group and company balance sheet, the group and company Statement of changes in equity, the consolidated statement of cash flows, and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
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 group 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.
In auditing the financial statements, we have concluded that the Director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's or the parent 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 Director with respect to going concern are described in the relevant sections of this report.
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WOODLODGE HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WOODLODGE HOLDINGS LIMITED (CONTINUED)
The other information comprises the information included in the annual report other than the financial statements and our Auditor's report thereon. The Director is responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group strategic report and the Director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group strategic report and the Director's report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Director's report.
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WOODLODGE HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WOODLODGE HOLDINGS LIMITED (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these group financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the group that were contrary to applicable laws and regulations, including fraud. We discussed with the directors the policies and procedures in place regarding compliance with laws and regulations. We discussed amongst the audit team the identified laws and regulations, and remained alert to any indications of non-compliance. During the audit we focused on laws and regulations which could reasonably be expected to give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management. Our procedures in relation to fraud included but were not limited to: inquires of management whether they have any knowledge of any actual, suspected or alleged fraud, and discussions amongst the audit team regarding risk of fraud such as opportunities for fraudulent manipulation of financial statements. We determined that the principal risks related to posting manual journal entries to manipulate financial performance and management bias through judgements in accounting estimates. We also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud. Our tests include agreeing the financial statement disclosures to underlying supporting documentation. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. In assessing the potential risks of material misstatement we obtained an understanding of; the entities operations, including the nature of its turnover sources and services and of its objectives and strategies to understand the classes of transactions, account balances, expected financial statement disclosures and business risks that may result in risks of material misstatement. We did not identify any matters relating to non-compliance with laws and regulations relating to fraud.
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.
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WOODLODGE HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WOODLODGE HOLDINGS LIMITED (CONTINUED)
This report is made solely to the group'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 group'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 group and the group's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Statutory Auditor
Davidson House
1st floor
The Forbury
RG1 3EU
Date:
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WOODLODGE HOLDINGS LIMITED
CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 JULY 2025
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WOODLODGE HOLDINGS LIMITED
REGISTERED NUMBER: 10058998
CONSOLIDATED BALANCE SHEET
AS AT 31 JULY 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 18 to 39 form part of these financial statements.
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WOODLODGE HOLDINGS LIMITED
REGISTERED NUMBER: 10058998
COMPANY BALANCE SHEET
AS AT 31 JULY 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 18 to 39 form part of these financial statements.
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WOODLODGE HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2025
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WOODLODGE HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2025
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WOODLODGE HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JULY 2025
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WOODLODGE HOLDINGS LIMITED
CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 JULY 2025
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Woodlodge Holdings Limited is a private company, limited by shares, registered in England and Wales. The company's registered number and registered office address can be found on the general information page.
The presentation currency of the financial statements is the Pound Sterling (£).
2.Accounting policies
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 financial statements are prepared in sterling which is the functional currency of the company and rounded to the nearest £1.
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 judgement in applying the group's accounting policies (see note 3).
The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own profit and loss account in these financial statements.
The following principal accounting policies have been applied:
The consolidated financial statements present the results of the company and its own subsidiaries ("the group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.
At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the group continues to adopt the going concern basis of accounting in preparing the financial statements.
The director has undertaken a comprehensive going concern review over the period to 31 July 2027 on a group basis. This included reviewing detailed cash flow forecasts, covenant forecasts and a review of the funding requirements. Along with these forecasts, the director is highly encouraged by the strength of the business and its longstanding relationships with customers/suppliers. The director believes that collectively this provides substantial evidence that the business can thrive going forwards and should afford sufficient evidence of the appropriateness of a going concern assessment for the annual accounts.
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the group and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. Turnover from the sale of goods is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the group and the costs incurred or to be incurred in respect of the transaction can be measured reliably. This is usually on delivery. If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
Taxation for the year comprises current and deferred tax. Tax is recognised in the consolidated profit and loss account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.
Current or deferred taxation assets and liabilities are not discounted. Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
Goodwill
Other intangible assets
The intangible assets still under the course of construction are not yet in use so amortisation has not commenced. Goodwill and Customer Relationships are being amortised over a useful economic life of 10 years.
Page 21
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.
Depreciation is provided on the following basis:
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 the consolidated profit and loss account.
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.
Page 22
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
The group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan. Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
Page 23
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the group would receive for the asset if it were to be sold at the reporting date.
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.
The group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
The group 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 group's Balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Discounting is omitted where the effect of discounting is immaterial. The group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Other financial assets
Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
Impairment of financial assets
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
Page 24
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
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.
Basic financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Other financial instruments
Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.
Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.
Derecognition of financial instruments
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the group 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 group will continue to recognise the value of the portion of the risks and rewards retained.
Page 25
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
Trade debtors provision Management provides for debts based on a combination of age and other known factors which might affect the recoverability of the debtor. Management continues to chase all debts unless there is a legal reason that a debt cannot be recovered. The provision rates used are reassessed regularly against recovery statistics. Inventory provisioning It is necessary to consider the recoverability of the cost of inventory and the associated provisioning required. When calculating the inventory provision, management considers the nature and condition of the inventory, as well as applying assumptions around anticipated saleability of inventory held. Management will also make provisions for respective rebates for inventory sold to customers arising from contractual obligations. Valuation of intangible assets The group capitalises customer relationships as an intangible asset on acquisition of a business or a subsidiary. The valuation of the intangible is based upon the expected EBITDA generated by acquired customers over the 10 years post acquisition, discounted to net present value using a post tax weighted average cost at capital (WACC). Management used its judgment in estimating the expected turnover to be generated, the percentage retention of customers and also the WACC. Intangible assets are reviewed each year by management for any indications of impairment. Depreciation and useful economic life The depreciation in respect of tangible fixed assets, is based upon estimates of the useful economic lives of the assets involved. Useful economic life is assessed initially upon acquisition of the asset and thereafter reviewed annually taking in to account any revision of future use of those assets. The judgements involved are informed by historical experience in relation to similar assets.
The whole of the turnover is attributable to the principal business activity of the group.
Page 26
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Page 27
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Page 28
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
The group has unused tax losses carried forward of £Nil (2024: £134,676).
Page 29
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Page 30
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Page 31
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Page 32
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Page 33
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Page 34
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Page 35
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Page 36
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
25.Share capital (continued)
Merger Reserve
Profit and loss account
The group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund. The pension cost charged represents contributions payable by the group to the fund and amounted to £216,501 (2024: £161,959). Contributions totalling £44,392 (2024: £31,431) were payable to the fund at the reporting date and are included in creditors.
Page 37
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Page 38
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WOODLODGE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Woodlodge Gardenware Limited will be consolidated into the Group financial statements from 8 October 2025.
The ultimate controlling party is Mr M K Wooldridge.
Page 39
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