REGISTERED NUMBER: 00503044 (England and Wales)

G.W.Proudfoot Limited

Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 22 March 2025

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Income Statement

10

Other Comprehensive Income

11

Balance Sheet

12

Statement of Changes in Equity

14

Cash Flow Statement

15

Notes to the Cash Flow Statement

16

Notes to the Financial Statements

17

DIRECTORS:

Mr M A Proudfoot

Mr I A Proudfoot

Mr D P Armstrong

Mr M A Proudfoot

Mrs V Aston

REGISTERED OFFICE:

Blinking Sike, Caxton Way

Eastfield Business Park

Eastfield

Scarborough

North Yorkshire

YO11 3YT

REGISTERED NUMBER:

00503044 (England and Wales)

AUDITORS:

SMH Jolliffe Cork Audit Ltd

Accountants & Statutory Auditors

33 George Street

Wakefield

West Yorkshire

WF1 1LX

The directors present their strategic report for the year ended 22 March 2025.

PRINCIPAL ACTIVITIES AND REVIEW OF BUSINESS

The company operate out of 5 sites within the Scarborough area , predominately retailing Groceries as well as an array of Home and Garden goods. The company holds a portfolio of property that is leased to third parties, with the properties located within a close proximity to the company's trading stores.

Key Performance Indicators

The Company's key performance indicators in respect of all operations during the year were as follows (Comparative information is for the year ended 22nd March 2024):

Core Retail

2025

2024

YOY Change

Turnover

£19.6m

£19.9m

-1.69%

Gross profit

£4.9m

£5.2m

-5.12%

Gross profit %

24.95%

25.85%

-0.90%

Operating (loss)/profit

£-0.14m

£0.53m

-126.40%

Grocery sales decreased on a like for like basis (-1.69%), primarily impacted by the 5-month refurbishment of the company's largest supermarket in Newby, Scarborough. This was also a main contributing factor in the reduction of operating profit.

The company continues to refine its daily operations in the pursuit of providing best in class service and to better serve the local communities surrounding each of its locations.

The directors undertook a significant program of works to refurbish the groups largest 15,000sqft supermarket, with works commencing in September 2024. Although the refurbishment significantly impacted the company's overall performance, we are pleased to report that the completed works have been successful and have delivered the envisioned and improved store planned.

The company continues to invest in its operating infrastructure and IT systems to ensure its smooth running and increased efficiencies. The internal enhancement of the groups IT systems plays a key role in the future growth of sales as multiple new utilities have been designed and introduced to help improve reporting and analysis with a focus on ensuring that retail space is fully utilised.

Proudfoot's commitment to strengthening its local supply chain continues, with just over £3m of annual purchases attributed to locally sourced product. Of which just shy of £2m worth of goods purchased are from within a 30-minute drive of Scarborough, the company's core catchment area.

Proudfoot remains completely dedicated to working with local good causes and charities across the communities it serves. During the calendar year of 2024, Proudfoot donated £30,100 to 47 local organisations via it's Making A Difference Locally Charity.

As reported previously the company implemented a plastic bag charge, in which proceeds are donated to local charities. Since the carrier bag charge was introduced, the company through the continued support of its customers have been able to raise and donate over £90,000 to date.

During 2024, £18,000 worth of food was donated to two local food banks (split 50/50 between The Rainbow Centre, Scarborough and Westway Open Arms, Eastfield), with support from the group's carrier bag fund.

Proudfoot bases its core strategies around providing best in class customer service while ensuring its offering remains relevant and adaptable to its customers changing needs. The directors continue to ensure Proudfoot's operations remain as efficient as possible to enable the company to offer best value to its customer, especially with the current volatility in food inflation. The directors continually review and remove unnecessary cost from the businesses operations to ensure sustainability and efficiency going forward.

PRINCIPAL RISKS AND UNCERTAINTIES

The directors consider the main risks and uncertainties affecting the company as competition from national supermarket chains and the current economic climate. The current climate continues to be highly competitive as the demands of the general customer changes and a real cost of living crisis becomes more prevalent. Proudfoot continues to invest in its stores, structure and retail offering to combat the aforementioned risks and adjust to the changing needs of the communities it serves.

FINANCIAL RISK MANAGEMENT

The company's operations expose it to a variety of financial risks that include market prices and liquidity. The company has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the company.

Price Risk

The company is exposed to commodity price risk as a result of its operations. Global external factors of recent years have created considerable volatility to the market impacting the cost of goods. This has contributed to food inflation across the UK market and supply chain

Liquidity Risk

The company manages liquidity risk by monitoring and retaining adequate cash available for daily operations and capital expenditure.

Property Risk

The company has a number of properties that are not used for its own retail activities, which are leased to third parties. All properties are monitored to ensure an acceptable level of return is generated. All leases are subject to regular rent reviews.

The company's commercial property portfolio is susceptible to the risks attached to the risks highlighted above and the possible effects they may have on the market as a whole.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

The directors have considered the financial risk management objectives and policies appropriate to the company and such information is not material for the assessment of the assets, liabilities, financial position and profit or loss of the company.

The directors are confident that the funding in place is more than adequate for the company's working capital requirements. All sales and purchases are made in sterling, therefore the company is not exposed to any significant currency risks. The directors are satisfied that credit risk is adequately managed and the level of bad debts is consistent with the nature of the industry.

ON BEHALF OF THE BOARD:

Mr M A Proudfoot - Director

7 May 2026

The directors present their report with the financial statements of the company for the year ended 22 March 2025.

DIVIDENDS

No dividends will be distributed for the year ended 22 March 2025.

DIRECTORS

The directors shown below have held office during the whole of the period from 23 March 2024 to the date of this report.

Mr M A Proudfoot

Mr I A Proudfoot

Mr D P Armstrong

Mr M A Proudfoot

Mrs V Aston

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), 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 and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, SMH Jolliffe Cork Audit Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr M A Proudfoot - Director

7 May 2026

Opinion

We have audited the financial statements of G.W.Proudfoot Limited (the 'company') for the year ended 22 March 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 22 March 2025 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where 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 Statement of Directors' Responsibilities set out on page four, 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 necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our approach to identifying and assessing the risks of material misstatements in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

-

the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

-

we identified the laws and regulations applicable to the company through discussions with the Directors and other informed management which we considered may have a direct material effect on the financial statements or the operations of the company and thereafter, the audit team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

-

making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud and;

-

considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations;

To address the risk of fraud through management bias and override of controls, we:

-

performed analytical procedures to identify any unusual or unexpected relationships;

-

tested journal entries to identify unusual transactions;

-

assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

-

agreeing financial statement disclosures to underlying supporting documentation;

-

enquiring of management as to actual and potential litigation and claims and reviewing correspondence with HMRC and the company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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 Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 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 a Report of the Auditors 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.

Claire Lawton FCA DChA (Senior Statutory Auditor)

for and on behalf of SMH Jolliffe Cork Audit Ltd

Accountants & Statutory Auditors

33 George Street

Wakefield

West Yorkshire

WF1 1LX

7 May 2026

TURNOVER

3

19,606,444

19,944,153

Cost of sales

14,713,831

14,787,656

GROSS PROFIT

4,892,613

5,156,497

Administrative expenses

5,255,896

4,823,946

(363,283

)

332,551

Other operating income

4

225,798

195,102

OPERATING (LOSS)/PROFIT

6

(137,485

)

527,653

Fair value adjustment on investments

8

210,988

86,472

(348,473

)

441,181

Income from fixed asset investments

2,495

2,091

Interest receivable and similar income

9

116,658

106,358

119,153

108,449

(229,320

)

549,630

Interest payable and similar charges

10

406,450

335

(LOSS)/PROFIT BEFORE TAXATION

(635,770

)

549,295

Tax on (loss)/profit

11

(186,053

)

128,599

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(449,717

)

420,696

(LOSS)/PROFIT FOR THE YEAR

(449,717

)

420,696

OTHER COMPREHENSIVE INCOME

Deferred tax on freehold property

revaluations

22,652

-

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

22,652

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(427,065

)

420,696

FIXED ASSETS

Intangible assets

13

-

-

Tangible assets

14

10,001,082

9,129,027

Investments

15

67,757

267,602

Investment property

16

1,104,479

1,104,479

11,173,318

10,501,108

CURRENT ASSETS

Stocks

17

1,678,234

1,556,776

Debtors

18

240,177

1,397,592

Cash at bank and in hand

2,843,248

2,704,903

4,761,659

5,659,271

CREDITORS

Amounts falling due within one year

19

2,111,290

1,909,071

NET CURRENT ASSETS

2,650,369

3,750,200

TOTAL ASSETS LESS CURRENT LIABILITIES

13,823,687

14,251,308

CREDITORS

Amounts falling due after more than one year

20

(194

)

(2,455

)

PROVISIONS FOR LIABILITIES

23

(428,392

)

(426,687

)

NET ASSETS

13,395,101

13,822,166

CAPITAL AND RESERVES

Called up share capital

24

26,403

26,403

Share premium

25

567,664

567,664

Revaluation reserve

25

1,736,266

1,699,546

Capital redemption reserve

25

3,597

3,597

Retained earnings

25

11,061,171

11,524,956

SHAREHOLDERS' FUNDS

13,395,101

13,822,166

The financial statements were approved by the Board of Directors and authorised for issue on 7 May 2026 and were signed on its behalf by:

Mr M A Proudfoot - Director

Called up

share

Retained

Share

capital

earnings

premium

£

£

£

Balance at 23 March 2023

26,403

11,254,757

567,664

Changes in equity

Dividends

-

(150,497

)

-

Total comprehensive income

-

420,696

-

Balance at 22 March 2024

26,403

11,524,956

567,664

Changes in equity

Transfer between reserves

-

(14,068

)

-

Total comprehensive income

-

(449,717

)

-

Balance at 22 March 2025

26,403

11,061,171

567,664

Capital

Revaluation

redemption

Total

reserve

reserve

equity

£

£

£

Balance at 23 March 2023

1,699,546

3,597

13,551,967

Changes in equity

Dividends

-

-

(150,497

)

Total comprehensive income

-

-

420,696

Balance at 22 March 2024

1,699,546

3,597

13,822,166

Changes in equity

Transfer between reserves

14,068

-

-

Total comprehensive income

22,652

-

(427,065

)

Balance at 22 March 2025

1,736,266

3,597

13,395,101

Cash flows from operating activities

Cash generated from operations

1

1,695,084

(563,121

)

Interest paid

(406,143

)

-

Interest element of hire purchase payments paid

(307

)

(335

)

Tax paid

6,525

(21,135

)

Net cash from operating activities

1,295,159

(584,591

)

Cash flows from investing activities

Purchase of tangible fixed assets

(1,066,997

)

(110,936

)

Purchase of fixed asset investments

(11,143

)

(16,500

)

Interest received

116,658

106,358

Dividends received

2,495

2,091

Net cash from investing activities

(958,987

)

(18,987

)

Cash flows from financing activities

Capital repayments in year

(2,261

)

(2,466

)

Amount withdrawn by directors

(195,566

)

(465,782

)

Equity dividends paid

-

(150,497

)

Net cash from financing activities

(197,827

)

(618,745

)

Increase/(decrease) in cash and cash equivalents

138,345

(1,222,323

)

Cash and cash equivalents at beginning of year

2

2,704,903

3,927,226

Cash and cash equivalents at end of year

2

2,843,248

2,704,903

1.	RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

(Loss)/profit before taxation

(635,770

)

549,295

Depreciation charges

194,942

219,111

Fair value adjustment

210,988

86,472

Finance costs

406,450

335

Finance income

(119,153

)

(108,449

)

57,457

746,764

(Increase)/decrease in stocks

(121,458

)

78,074

Decrease/(increase) in trade and other debtors

1,207,212

(1,224,669

)

Increase/(decrease) in trade and other creditors

551,873

(163,290

)

Cash generated from operations

1,695,084

(563,121

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 22 March 2025

22.3.25

23.3.24

£

£

Cash and cash equivalents

2,843,248

2,704,903

Year ended 22 March 2024

22.3.24

23.3.23

£

£

Cash and cash equivalents

2,704,903

3,927,226

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 23.3.24

Cash flow

At 22.3.25

£

£

£

Net cash

Cash at bank and in hand

2,704,903

138,345

2,843,248

2,704,903

138,345

2,843,248

Debt

Finance leases

(4,921

)

2,261

(2,660

)

(4,921

)

2,261

(2,660

)

Total

2,699,982

140,606

2,840,588

1.	STATUTORY INFORMATION

G.W.Proudfoot 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 Company Information page.

The functional and presentation currency for the company is the pound sterling (£). All financial information presented has been rounded to the nearest (£), unless otherwise stated.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Significant judgements and estimates

Preparation of the financial statements requires management to make significant judgements and estimates. Estimates and Judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The items in the financial statements where these judgements and estimates have been made include:

(i) Useful economic lives of tangible assets

The annual amortisation and depreciation charges for intangible and tangible fixed assets is sensitive to changes in the estimated useful lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets.

(ii) Stock provisions

When calculating the stock provisions, management considers the nature and condition of the stock, as well as applying assumptions around anticipated saleability.

(iii) Impairment of investments and financial loans

The company makes an estimate of the recoverable value of investments and financial loans when no external valuation is readily available. When assessing the impairment of these items, management considers factors including the expected future returns and historical experience.

Revenue recognition

Turnover represents the retail sale of goods in-store to customers which excludes VAT and is net of returns, staff discounts, coupons, vouchers and the free element of multi-save transactions.

Other operating income includes rents receivable, National Lottery and other commissions, along with Post Office salaries receivable, which are all recognised on an accruals basis.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2013, was amortised evenly over its estimated useful life of three years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Fixtures and fittings

-

50% on cost, 33% on cost, 20% on cost and 10% on cost

Motor vehicles

-

25% on reducing balance

Computer equipment

-

100% on cost, 50% on cost, 33% on cost and 20% on cost

Fixed assets are initially recorded at cost.

Land included in Freehold land and property is not depreciated.

The company has adopted a revaluation model for its freehold property whose fair value can be measured reliably without undue cost or effort. The freehold property has been measured a fair value at each reporting date with changes in fair value recognised in the statement of Other Comprehensive Income.

Fair value has been determined by the directors having taken the appropriate professional advice and based on similar properties in the local area.

Investment property

Investment property whose fair value can be measured reliably without undue cost or effort has been measured a fair value at each reporting date with changes in fair value recognised in the income statement.

Fair value has been determined by the directors having taken the appropriate professional advice and based on similar properties in the local area.

Stocks

Stocks are valued at the lower of cost or net realisable value as determined primarily by the retail method of accounting. The retail method of accounting results in stock being valued at the lower of cost or net realisable value since permanent markdowns are immediately recorded as a reduction of the retail value of the stocks.

Distribution stocks are valued at the lower of cost and net realisable, after making due allowance for obsolete and slow moving items.