The directors present the strategic report for the period ended 28 December 2025.
The directors considered the company results for the period to be satisfactory. The company provides administrative services to a subsidiary company, Kefco Sales Limited, and the main income is by way of a management charge.
The management of the business and the delivery of the company’s strategy are subject to a number of risks. The principal risks facing the company continue to be competitive pressures from other national retailers operating within the same local markets, together with the ongoing impact of the wider economic environment on customer demand.
The war in Ukraine, which has influenced supply chains and energy markets in recent years, continues to affect the cost of goods and utilities. However, these cost pressures have begun to stabilise, and energy prices have levelled during the year, supporting the maintenance of profitability. The company continues to mitigate these risks through appropriate pricing strategies where commercially viable, ensuring that increases in input costs are managed responsibly.
Energy is currently purchased on a monthly spot‑rate basis, with forward purchasing considered when market conditions present an acceptable level of risk.
The directors remain focused on monitoring cost pressures and responding appropriately to safeguard the company’s financial performance.
The company is planning to continue its services to the subsidiaries as at present. The company remains financially secure and seeks to maintain cost control measures throughout 2026 although recognising all costs areas will be affected by the current global economic conditions and government policy.
The directors consider the financial key performance indicators arise from controlling the costs of the administrative services provided.
Administrative costs were £2,233,203 (2024: £2,238,989)
The directors are taking appropriate measures to combat increased costs where appropriate.
This section describes how the directors have had regard to the matters set out in section 172(1)(a) to (f) Companies Act 2006 in exercising their duty to promote the success of the Company for the benefit of its members as a whole and in doing so have regard (amongst other matters) to
• the likely consequence of any decision in the long term
• the interests of the company’s employees
• the need to foster the company’s business relationships with suppliers, customers and others
• the impact of the company’s operations on the community and the environment
• the desirability of the company maintaining a reputation for high standards of business conduct
• the need to act fairly between members of the company
Decision making
J & J Restaurants Limited has been operated by the same families since its incorporation in 2007. The board draws on the expertise of its senior management team when making decisions, utilising the breadth of individual knowledge and experience available to the business as required.
Our stakeholders
Employees
J & J Restaurants Limited recognises that a well-trained, motivated and engaged workforce is fundamental to the success of the business. All employees are trained internally for their roles or hold relevant professional qualifications, with additional training provided as required to meet health and safety and food safety standards.
Employee feedback is gathered and communicated to senior management and the directors through regular discussion, ensuring that the views of staff are considered at board level.
The company operates a number of performance-related bonus schemes, which serve to align the interests of employees with the wider performance of the business.
Other stakeholders
Our main stakeholders are the subsidiary companies to which we provide services. Under the same management team, everyone is familiar with the performance required. We have informal discussions with our regular suppliers and consider this to be satisfactory.
Impact on the community and environment
The Company is committed to minimising the environmental impact of its operations. Recycling of paper and plastics is embedded across the business with the involvement of all staff. Energy consumption is actively managed through the use of automated lighting systems and thermostat-controlled heating, reducing unnecessary energy use across its premises.
The company operates in accordance with the modern slavery policy of its franchisor, which sets out clear standards to identify, manage and mitigate the risks of slavery and human trafficking within the supply chain. Internally, the company undertakes rigorous right‑to‑work checks for all employees and has procedures in place to ensure individuals receive their own pay directly. Close senior management involvement at restaurant level also ensures strong familiarity with employees and provides an additional safeguard against potential exploitation.
The risk of bribery within the company is considered to be very low. Only senior members of the management team are authorised to enter into contracts with suppliers, all of whom are made aware of their responsibilities in relation to anti‑bribery legislation. The company maintains a zero‑tolerance approach to bribery, and the Finance Director provides oversight of all outward payments as an additional control.
As a close company, all shareholders are appointed directors and remain actively involved in the day‑to‑day operations of the business, including oversight of both operational and financial transactions.
By order of the board
The directors present their annual report and financial statements for the period ended 28 December 2025.
The results for the period are set out on page 10.
An interim dividend of £7,000,000 was paid during the period (2024 - £nil). The Directors have not recommended a final dividend for this period. (2024 - £nil).
Reduction of Share Capital
During the year, the Company passed a special resolution dated 5 December 2025 to reduce its share premium account of £956,730 to nil, in accordance with sections 641 to 644 of the Companies Act 2006. The directors made a solvency statement confirming the Company's ability to meet its liabilities as required under the Act. The reduction has been treated as a realised profit and transferred to distributable reserves in accordance with Article 3(2) of SI 2008/1915.
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
The company manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the company has sufficient liquid resources to meet the operating needs of the business.
The company is exposed to cash flow interest rate risk on floating rate deposits, bank overdrafts and loans.
Investments of cash surpluses and borrowings are made through our bank.
Disabled persons
Applications for employment from disabled persons are always given full and fair consideration, taking into account the individual’s abilities and aptitudes. Should an existing employee become disabled, the company makes every reasonable effort to ensure their continued employment, including the provision of suitable alternative duties and appropriate training where required.
It is the company’s policy that the training, career development and promotion opportunities available to disabled employees should, as far as reasonably practicable, be equivalent to those offered to all other employees.
Employee involvement
Within the bounds of commercial confidentiality, information is communicated to all employees on matters affecting the progress of the company and issues of interest or concern to them in their roles.
Members of the senior leadership team are readily accessible to all office and management staff at the company's head office, where they discuss current business matters and encourage open dialogue. In addition, routine team meetings are held across all departments to promote engagement and ensure employees have the opportunity to raise questions and contribute to discussions.
The company is committed to the development of its employees and provides training to support both personal growth and career progression. This includes investment in a range of training programmes, with opportunities available up to degree‑level study for those who demonstrate the interest and capability to progress.
Details of our engagement with customers and suppliers can be found in our S172 statement.
The auditor, Rickard Luckin Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
The company’s operations use minimal energy from electricity at the head office. The supply is provided from a meter that is not separated from its subsidiary, Kefco Sales Limited. The directors do not feel it is practical to report the actual usage as it would all be estimated and of a low value. All relevant usage of this company is disclosed within the figures of Kefco Sales Limited.
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). 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;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; 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 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.
We have audited the financial statements of J & J Restaurants Limited (the 'company') for the period ended 28 December 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including 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).
Basis for 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
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
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 identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our: general commercial and sector experience; through verbal and written communications with those charged with governance and other management; and via inspection of the company’s regulatory and legal correspondence.
We discussed with those charged with governance and other management the policies and procedures regarding compliance with laws and regulations.
We communicated identified laws and regulations to our team and remained alert to any indicators of non-compliance throughout the audit, we also specifically considered where and how fraud may occur within the company.
The potential effect of these laws and regulations on the financial statements varies considerably.
Firstly, the company is subject to laws and regulations that directly affect the financial statements, including: the company’s constitution, relevant financial reporting standards; company law; tax legislation and distributable profits legislation and we assess the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
Secondly the company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on the amounts or disclosures in the financial statements, for instance through the imposition of fines and penalties, or through losses arising from litigations. We identified the following areas as those most likely to have such an affect: employment legislation; health and safety legislation; data protection legislation; anti-bribery and anti-corruption legislation.
ISAs (UK) limit the required procedures to identify non-compliance with these laws and regulations, and no procedures over and above those already noted are required. These limited procedures did not identify any actual or suspected non-compliance with laws and regulations that could have a material impact on the financial statements.
In relation to fraud, we performed the following specific procedures in addition to those already noted:
Identifying and testing journal entries during the year and around the year end, in particular any entries posted with unusual nominal ledger account combinations, journal entries crediting cash or any revenue account and journal entries posted by senior management;
Performing analytical procedures to identify unexpected movements in account balances which may be indicative of fraud;
Ensuring that testing undertaken on both the performance statement, and the Balance Sheet includes a number of items selected on a random basis.
These procedures did not identify any actual or suspected fraudulent irregularity that could have a material impact on the financial statements.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with ISAs (UK). For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the procedures that we are required to undertake would identify it. In addition, as with any audit, there remains a high risk of non-detection of irregularities, as these might involve collusion, forgery, intentional omissions, misrepresentation, or the override of internal controls. We are not responsible for preventing non-compliance with laws and regulations or fraud, and cannot be expected to detect non-compliance with all laws and regulations or every incidence of fraud.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 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.
J & J Restaurants Limited is a private company limited by shares incorporated in England and Wales. The registered office is First Floor, Kefco House, Rochford Business Park, Cherry Orchard Way, Rochford, Essex, SS4 1GP.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
In determining this the Directors have considered the company’s net current liabilities position, which only arises as a result of group company indebtedness. The Directors have received assurances that amounts due to fellow group companies would not be demanded to the detriment of this company being able to meet its liabilities as they fall due.
The accounting reference date is 28 December (2024 - 29 December). The company prepares its management accounts on a 4 weekly basis and these annual accounts are made up to 28 December 2025 (2024 - 29 December).
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
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 deducting all of its liabilities.
Basic financial liabilities, including creditors, bank loans and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
There are no significant judgements or key sources of estimation uncertainty arising in the application of the company's accounting policies or in the preparation of its financial statements.
An analysis of the company's turnover is as follows:
Audit fees included within operating profit comprise amounts payable to the company’s auditor for the audit of the company financial statements and for the audit of the group financial statements, the cost of which was borne by the company.
The average monthly number of persons (including directors) employed by the company during the period was: 19
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2024 - 4).
The actual charge for the period can be reconciled to the expected charge/(credit) for the period based on the profit or loss and the standard rate of tax as follows:
Details of the company's subsidiaries at 28 December 2025 are as follows:
The investments in subsidiaries are all stated at cost.
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
At the balance sheet date £11,273 (2024: £5,567) was payable to the scheme and included in creditors.
On 5th December 2025 the company undertook a capital reduction whereby the balance of £956,730 of share premium was reduced to nil and the amount transferred to profit and loss reserve.
There is a contingent liability in respect of companies within the group secured by an intercompany cross guarantee over the bank loans and a fixed and floating charge over all assets. The amount outstanding across the group at 28 December 2025 was £6,407,145 in the parent company (2024: £7,465,716).
In accordance with the FRS102 the company has not disclosed transactions with wholly owned members of the group.