Company registration number: 00965111
COMPANY INFORMATION
CONTENTS
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JULY 2025
The principal activity of the company during this past financial year continued to be that of specialist manufacturers, importers and distributors of fine traditional and contemporary lighting across the UK, as part of the wider Elstead Group of companies. The Group recorded record sales for this financial year, despite less than ideal consumer confidence and trading conditions.
The Group maintains its reputation for quality by excelling in crafting its brand and collaborating with strategic US partners. It offers distinctive designs and premium-quality products tailored for sophisticated retailers and designers, all while ensuring fair value for customers.
The 2025 financial year for the UK division has been a period of strategic evolution and consolidation. Key changes during the year included:
The Group maintains its reputation for quality by excelling in crafting its brand and collaborating with strategic US partners. It offers distinctive designs and premium-quality products tailored for sophisticated retailers and designers, all while ensuring fair value for customers.
The 2025 financial year for the UK division has been a period of strategic evolution and consolidation. Key changes during the year included:
∙Continued Product Development and Brand Expansion
As part of the wider Elstead Group of companies, Elstead Lighting Limited has contributed to, and will benefit from, the Group’s significant investment in expanding the product offering, with the introduction of five new partner brands. This development forms part of the Group’s wider strategy to diversify its portfolio and meet evolving customer demand. The new product ranges include a move into the luxury segment, enhancing the company’s positioning and appeal to premium markets. The new partner brand products, developed during the year, launched in mid-2025.
As part of the wider Elstead Group of companies, Elstead Lighting Limited has contributed to, and will benefit from, the Group’s significant investment in expanding the product offering, with the introduction of five new partner brands. This development forms part of the Group’s wider strategy to diversify its portfolio and meet evolving customer demand. The new product ranges include a move into the luxury segment, enhancing the company’s positioning and appeal to premium markets. The new partner brand products, developed during the year, launched in mid-2025.
∙Retail and Channel Growth
The Group successfully expanded its distribution footprint through new partnerships within the hospitality sector.
The Group successfully expanded its distribution footprint through new partnerships within the hospitality sector.
∙UK operations reorganisation
Since the finalisation of Brexit, the majority of UK shipped exports have transferred to receiving supplies via the Group’s Polish operation of some 90,000 square feet. This financial year saw more key accounts move from being supplied from the UK to being supplied via our Poland subsidiary. The UK operation has started reorganising its warehousing commitments, reducing from 120,000 square feet to less than 100,000 square feet and significantly helping to reduce UK overheads.
Since the finalisation of Brexit, the majority of UK shipped exports have transferred to receiving supplies via the Group’s Polish operation of some 90,000 square feet. This financial year saw more key accounts move from being supplied from the UK to being supplied via our Poland subsidiary. The UK operation has started reorganising its warehousing commitments, reducing from 120,000 square feet to less than 100,000 square feet and significantly helping to reduce UK overheads.
These strategic initiatives are expected to contribute positively to revenue and margin growth in future periods.
The management of the business and the execution of the company's strategy are subject to a number of risks. The principal risks and uncertainties faced by the group are operational risk, reputational risk and product warranty risk. To a lesser extent the group also faces credit and liquidity risk.
Operational risk is managed and mitigated through the maintenance of appropriate systems, processes and controls, and training of staff, to maintain the quality of the production. Operational risk is further mitigated by public liability insurance as well as the continued accreditation to ISO 9001. The group also continues to have UL approval for the factory, meaning the compliance in the UK factory to make products for the USA market.
Credit risk is managed by ensuring the credit worthiness of clients and institutions where cash is deposited. No single customer is more than 10% of total revenues, so our risk to a single entity and its effect are minimal.
Liquidity risk is mitigated by daily monitoring of cash requirements to ensure sufficient cash reserves are in place to meet actual and forecast requirements of the company. With a wider number of operations, we receive cash positions on a daily basis to mitigate any undue cash-flow pressure.
As with any business that provides a product, product warranty, and the public perception of the quality of the product, is a risk. By maintaining high-quality production practices the product warranty risk is greatly reduced. Over 25% of all employees are engaged in the quality management and control of our product.
Operational risk is managed and mitigated through the maintenance of appropriate systems, processes and controls, and training of staff, to maintain the quality of the production. Operational risk is further mitigated by public liability insurance as well as the continued accreditation to ISO 9001. The group also continues to have UL approval for the factory, meaning the compliance in the UK factory to make products for the USA market.
Credit risk is managed by ensuring the credit worthiness of clients and institutions where cash is deposited. No single customer is more than 10% of total revenues, so our risk to a single entity and its effect are minimal.
Liquidity risk is mitigated by daily monitoring of cash requirements to ensure sufficient cash reserves are in place to meet actual and forecast requirements of the company. With a wider number of operations, we receive cash positions on a daily basis to mitigate any undue cash-flow pressure.
As with any business that provides a product, product warranty, and the public perception of the quality of the product, is a risk. By maintaining high-quality production practices the product warranty risk is greatly reduced. Over 25% of all employees are engaged in the quality management and control of our product.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
The company monitors its performance against strategic objectives by means of key performance indicators. The main KPIs it uses are orientated around gross profit margin and turnover. It is clear that, as we drive sales forward from existing facilities, we can see significant improvements to gross profit margins. Non-financial KPIs are not produced here because, given the nature of the business, the company's directors are of the opinion that analysis using such KPIs is not necessary to gain an understanding of the development, performance or position of the entity. KPIs are summarised thus:
Turnover
2025 £9,770,919 down 8% year on year
2024 £10,616,301 up 5% year on year
2023 £10,120,082 down 9% year on year
2022 £11,172,169 down 7% year on year
Gross profit
2025 £3,486,419 GP ratio of 36%
2024 £4,575,618 GP ratio of 43%
2023 £3,037,149 GP ratio of 30%
2022 £4,164,155 GP ratio of 37%
Administrative expenses
2025 £2,999,695
2024 £4,219,257
2023 £4,139,988
2022 £3,331,764
Turnover
2025 £9,770,919 down 8% year on year
2024 £10,616,301 up 5% year on year
2023 £10,120,082 down 9% year on year
2022 £11,172,169 down 7% year on year
Gross profit
2025 £3,486,419 GP ratio of 36%
2024 £4,575,618 GP ratio of 43%
2023 £3,037,149 GP ratio of 30%
2022 £4,164,155 GP ratio of 37%
Administrative expenses
2025 £2,999,695
2024 £4,219,257
2023 £4,139,988
2022 £3,331,764
This report was approved by the board and signed on its behalf.
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DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JULY 2025
The directors present their report and the financial statements for the year ended 31 July 2025.
The directors who served during the year were:
The profit for the year, after taxation, amounted to £133,918 (2024 - loss £74,722).
The directors have not recommended the payment of a dividend.
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 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.
Where a company 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 company's strategic report information required by schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2018 it must be stated in the Directors' Report that it has done so. This includes information that would have been included in the business review and the principal risks and uncertainties.
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
Under section 487(2) of the Companies Act 2006, Menzies LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board and signed on its behalf.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ELSTEAD LIGHTING LIMITED
We have audited the financial statements of Elstead Lighting Limited (the 'Company') for the year ended 31 July 2025, which comprise the Statement of Income and Retained Earnings, the Statement of Financial Position and the related notes, including a summary of significant accounting 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 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.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual 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.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ELSTEAD LIGHTING LIMITED (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ELSTEAD LIGHTING 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 Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
The Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation. We determined that the following laws and regulations were most significant including:
∙The Companies Act 2006;
∙Financial Reporting Standard 102;
∙UK employment legislation;
∙UK health and safety legislation; and
∙General Data Protection Regulations.
We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
∙We understood how the Company are complying with those legal and regulatory frameworks by making inquiries to management and those responsible for legal and compliance procedures. We corroborated our inquiries through our review of board minutes.
∙The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations. The assessment did not identify any issues in this area.
∙We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:
°Identifying and assessing the design effectiveness of controls that management has in place to prevent and detect fraud;
°Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;
°Challenging assumptions and judgments made by management in its significant accounting estimates; and
°Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.
As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:
°Posting of journals to the accounting software which are of a non-routine nature in terms of timing and amount;
°Timing of revenue recognition; and
°The parameters used during the calculation of the stock provision and the application of this accounting policy.
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.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ELSTEAD LIGHTING LIMITED (CONTINUED)
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 Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Chartered Accountants
Statutory Auditor
Midas House
62 Goldsworth Road
Surrey
GU21 6LQ
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STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 JULY 2025
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STATEMENT OF FINANCIAL POSITION
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 11 to 25 form part of these financial statements.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Elstead Lighting Limited is a private company limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of its registered office and principal place of business are the same and are disclosed on the company information page of these accounts.
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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Elstead Group Holdings Limited as at 31 July 2025 and these financial statements may be obtained from Companies House.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
Goodwill
Other intangible assets
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
Amortisation is provided on the following bases:
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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 profit or loss.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
Basic financial assets
Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
Impairment of financial assets
Financial assets are assessed for indicators of impairment at each reporting date.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
2.Accounting policies (continued)
Stock provision:
The stock provision was calculated on the following basis:
Clearance and ex-display – All products held in the show room on display and clearance stock have been provided for in full.
Last catalogue stock – A 10% provision has been applied due to the age and changes in consumer buying trends.
Raw materials – these items of stock have a 33–100% provision applied, to allow for slow moving or discontinued lines of finished goods.
General provision – all remaining stock has been provided for based on stock turn rates at the following rates:
Unsold in 3 years - 95% (2024: 95%)
Stock turn rate > 5 years - 80% (2024: 80%)
Stock turn rate > 2 years - 50% (2024: 50%)
Product lines are reviewed on a regular basis to identify and include these items within discontinued stock.
The refinement to the provision percentages did not have a material financial impact on the provision amount, nor the overall stock figure, and therefore comparative figures have not been restated.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
Analysis of turnover by country of destination:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
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Share premium account
Profit and loss account
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £45,288 (2024 - £103,328). Contributions totalling £19,428 (2024 - £21,821) were payable to the fund at the reporting date and are included in creditors.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
The parent of the smallest group for which consolidated financial statements are drawn up is Elstead Group Holdings Limited. The address of their registered office is Elstead House, Mill Lane, Alton, Hampshire, GU34 2QJ.
The ultimate controlling party is Mr J C Lucas.
The ultimate controlling party is Mr J C Lucas.
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