Company registration number 15978225 (England and Wales)
SARAH PLUMB LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
SARAH PLUMB LTD
COMPANY INFORMATION
Directors
J R Page
(Appointed 25 September 2024)
S L Page
(Appointed 25 September 2024)
R O Potter
(Appointed 14 February 2025)
Company number
15978225
Registered office
Brookhouse Mill
Old Lancaaster Lane
Preston
Lancashire
PR1 7PZ
Auditor
Sumer Auditco Limited
Fourth Floor
Unit 5B, The Parklands
Bolton
BL6 4SD
SARAH PLUMB LTD
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 25
SARAH PLUMB LTD
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the period ended 31 December 2025.

Review of the business

Sarah Plumb Ltd is a family business containing an experienced management team with over 60 years of manufacturing experience in the UK. The company specialises in the production of high quality and bespoke, curtains, blinds, furniture covers and upholstery.

 

Turnover for the period was lower than anticipated as marketing investment following the pre-pack acquisition was unable to be deployed in time to benefit the peak Christmas trading period, resulting in weaker sales performance and reduced margins during the early months of 2025.

 

During the period, the company achieved a 28.2% gross profit margin, a result that the directors are satisfied with and is a key performance metric for the company.

 

An operating loss of £398k has been made during the period. This includes exceptional costs of £515k which, if excluded, would have resulted in an operating profit. These costs were classified as exceptional items due to their non-recurring nature and the significance of the amounts involved.

 

On the balance sheet, the company's net assets are £107k, which the directors believe places the company in a stable financial position at the period end.

Principal risks and uncertainties

The company uses various financial instruments including cash, finance leases and loans. The main risks arising from the company's financial instruments are interest rate risk, market risk, price risk and liquidity risk. The directors review and agree policies for managing each of these risks as summarised below:

 

Interest rate risk

The company finances its operations through a mixture of retained profits, finance leases and loans. The company exposure to interest rate fluctuations on its borrowings is managed by the use of fixed rates for the majority of its leases and loans, and by the use of a floating rate where appropriate.

 

Market risk

The company operates in the furnishing market which can be quite volatile, with customer spending subject to inflation and overall consumer confidence. As such, the company aims to expand its customer base into other areas of soft furnishings in order to diversify the risk.

 

Liquidity risk

The company seeks to manage financial risk by ensuring liquidity is available to meet foreseeable needs to invest cash assets safely and profitably.

SARAH PLUMB LTD
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 2 -
Key performance indicators

The directors review the company’s KPIs at the monthly board meetings. These include operational and financial measurements.

 

 

2025

 

Turnover

£22.2m

 

Gross profit margin %

28.2%

 

Loss before tax

(£422k)

 

Net assets

£107k

 

 

Turnover is a key focus for the company. As noted in the business review, turnover was lower than the directors anticipated, due to a slow start to the period following the acquisition of the trade and assets from another company. Despite this, the directors are satisfied with the gross profit margin that has been achieved in the period.

 

The company has made an overall loss before tax but this includes £515k of exceptional costs that related to additional costs that were incurred following the purchase of the trade and assets of another company. If these exceptional costs were excluded, this would have resulted in an overall profit before tax being made.

 

The company has strong working capital management practices, despite the losses incurred during the period. In addition, the company retains a net asset position, which provides a solid foundation to support their strategic objectives going forward.

 

Future developments

 

The Company will continue to invest in research and development, focusing on the enhancement of existing products and the further development of its proprietary technology platforms. Particular emphasis will be placed on the continued advancement of the Company's AI-powered visualisation capability, which is expected to improve lead generation, enhance the customer journey and support higher conversion rates.

 

The Company also plans to complete the rollout of its pricing platform by January 2027, providing improved pricing optimisation and supporting sustainable margin performance. In addition, development of a customer portal is underway to enhance service delivery and operational efficiency.

 

Management will continue to expand the Company's product offering and ecommerce channels, including its associated brands, to support future growth and diversification of revenue streams. These initiatives form part of the Company's broader strategy to digitalise the business, driving efficiency savings, improving profitability and strengthening long-term shareholder value.

 

 

On behalf of the board

S L Page
Director
25 September 2026
SARAH PLUMB LTD
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 3 -

The directors present their annual report and financial statements for the period ended 31 December 2025.

Principal activities

The principal activity of the company was that of the production and retailing of textile goods and household furnishing.

Results and dividends

The results for the period are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the period and up to the date of signature of the financial statements were as follows:

J R Page
(Appointed 25 September 2024)
S L Page
(Appointed 25 September 2024)
R O Potter
(Appointed 14 February 2025)
A D Pickup
(Appointed 25 September 2024 and resigned 14 February 2025)
Research and development

The company has undergone an R&D project in the period in order to improve its processes and product offering.

Auditor

Sumer Auditco Limited were appointed as auditor to the company and are deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of directors' responsibilities

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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:

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.

SARAH PLUMB LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 4 -
Strategic report

In accordance with s414(c)(11) of the Companies Act, included in the strategic report is information relating to the future developments of the business and principal risks and uncertainties, which would otherwise be required by schedule 7 of the "Large and Medium Sized Company's (Accounts and Reports) Regulations 2008" to be contained in the directors report.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
S L Page
Director
25 September 2026
SARAH PLUMB LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SARAH PLUMB LTD
- 5 -

Qualified opinion on financial statements

We have audited the financial statements of Sarah Plumb Ltd (the 'company') for the period ended 31 December 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows 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).

In our opinion, except for the effects of the matter described in the basis for qualified opinion section of our report, the financial statements:

Basis for qualified opinion

The company is currently experiencing severe financial difficulties and is actively attempting to enter into a Company Voluntary Arrangement (CVA) with its creditors to restructure its liabilities. At the date of signing these financial statements, the proposed CVA has not been formally agreed or approved by the required majorities of creditors or the court.

 

These events indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern. If the CVA is rejected, the company may be unable to realise its assets and discharge its liabilities in the normal course of business.

 

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 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.

 

As described in the Basis for Qualified Opinion section above, the financial statements omit critical disclosures regarding the unapproved Company Voluntary Arrangement (CVA) and the material uncertainty over going concern. We have concluded that the Strategic Report and Directors' Report are also materially misstated for the same reason, as they fail to report these potential risks and uncertainties to the stakeholders.

SARAH PLUMB LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SARAH PLUMB LTD (CONTINUED)
- 6 -

Opinions on other matters prescribed by the Companies Act 2006

The notes to the financial statements do not disclose that the company may no longer be a going concern. Such disclosure is required by FRS 102 in conformity with the requirements of the Companies Act 2006. In addition, information on going concern included in the strategic report also omits this disclosure.

 

Except for the possible effects of the matter described in the basis for qualified opinion section of our report, in our opinion our opinion, based on the work undertaken in the course of our audit:

Matters on which we are required to report by exception

Except for the matter described in the basis for qualified opinion section of our report, 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.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

 

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, and through discussions with the directors (as required by auditing standards) and discussed with the directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.

SARAH PLUMB LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SARAH PLUMB LTD (CONTINUED)
- 7 -

Firstly, the company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation. We assessed 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 amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: tax legislation, employment law, health & safety and data protection.

 

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.

 

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 auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

We design procedures in line with our responsibilities, outlined below to detect material misstatement due to 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.

Nilesh Modhvadia (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited, Statutory Auditor
Fourth Floor
Unit 5B, The Parklands
Bolton
BL6 4SD
25 September 2026
SARAH PLUMB LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 8 -
Period
ended
31 December
2025
Notes
£
Turnover
3
22,181,542
Cost of sales
(15,921,056)
Gross profit
6,260,486
Administrative expenses
(6,279,388)
Other operating income
135,842
Exceptional item
4
(515,239)
Operating loss
5
(398,299)
Interest receivable and similar income
9
4,321
Interest payable and similar expenses
10
(27,717)
Loss before taxation
(421,695)
Tax on loss
11
(96,363)
Loss for the financial period
(518,058)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

SARAH PLUMB LTD
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 9 -
2025
Notes
£
£
Fixed assets
Negative goodwill
12
(139,825)
Tangible assets
13
415,581
Current assets
Stocks
14
1,108,245
Debtors
15
1,552,542
Cash at bank and in hand
84,065
2,744,852
Creditors: amounts falling due within one year
16
(2,817,303)
Net current liabilities
(72,451)
Total assets less current liabilities
203,305
Provisions for liabilities
Deferred tax liability
17
96,363
(96,363)
Net assets
106,942
Capital and reserves
Called up share capital
19
625,000
Profit and loss reserves
(518,058)
Total equity
106,942

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 25 September 2026 and are signed on its behalf by:
S L Page
Director
Company registration number 15978225 (England and Wales)
SARAH PLUMB LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 10 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Period ended 31 December 2025:
Loss and total comprehensive income
-
(518,058)
(518,058)
Issue of share capital
19
625,000
-
625,000
Balance at 31 December 2025
625,000
(518,058)
106,942
SARAH PLUMB LTD
STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 11 -
2025
Notes
£
£
Cash flows from operating activities
Cash absorbed by operations
25
(347,733)
Interest paid
(27,717)
Net cash outflow from operating activities
(375,450)
Investing activities
Purchase of business
(125,000)
Purchase of tangible fixed assets
(44,806)
Interest received
4,321
Net cash used in investing activities
(165,485)
Financing activities
Proceeds from issue of shares
625,000
Net cash generated from financing activities
625,000
Net increase in cash and cash equivalents
84,065
Cash and cash equivalents at beginning of period
-
0
Cash and cash equivalents at end of period
84,065
SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 12 -
1
Accounting policies
Company information

Sarah Plumb Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Brookhouse Mill, Old Lancaaster Lane, Preston, Lancashire, PR1 7PZ.

1.1
Reporting period

The current accounting period has been extended to a 15 month period, from 30 September 2025 to 31 December 2025 to align with the calendar year.

1.2
Basis of preparation

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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 £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.3
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future.

 

The directors are actively pursuing a Company Voluntary Arrangement ("CVA"), which is intended to provide the business with an improved financial and operational platform from which to execute its strategic plans. The proposed CVA would enable the business to restructure its operations, optimise capacity and align its cost base with anticipated levels of activity. In addition, the directors expect trading performance to benefit from ongoing pricing improvements, increased lead generation driven by the company's first-to-market AI-enabled visualisation technology, and improved customer conversion rates. Together with the operational improvements already underway, the CVA is expected to enhance profitability and improve cash generation.

Whilst, at the date of signing, the proposed CVA remains subject to creditor approval and therefore material uncertainty exists, the directors believe that creditor support will be obtained. Having carefully considered their duties under the Companies Act 2006, including the need to act in the best interests of creditors in the current circumstances, the directors believe that the CVA represents the most appropriate and equitable solution to establish a sustainable foundation for the company's ongoing operations as a going concern.

 

Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Turnover

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 13 -
1.5
Intangible fixed assets - goodwill

Negative goodwill represents the excess of the fair value of the net assets acquired over the consideration paid for a business' trade and assets. It is initially recognised on the balance sheet at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over the expected life of its underlying assets. This is based on a useful economic life of 1-10 years, depending on the asset acquired.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and equipment
10% - 20% p.a. straight line basis
Fixtures and fittings
20% p.a. straight line basis
Computers
25% p.a. straight line basis
Motor vehicles
20% p.a. straight line basis

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.

1.7
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.9
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.10
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include 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

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.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -
Derecognition of financial assets

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.

Classification of 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 deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

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.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

2
Judgements and key sources of estimation uncertainty

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.

SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
2
Judgements and key sources of estimation uncertainty
(Continued)
- 17 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Stock valuation

Stock held consists of fabric stock, consumables and WIP. Stock is held at the lower of cost and net realisable value. Given the nature of stock, estimation is made by management in assessing the net realisable value of stock and whether a provision is necessary.

 

During the period, a stock provision of £217,516 has been recognised with £170,183 being inherited on the purchase of trade and assets and a further provision of £47,333 being made during the current period.

 

Refer to note 14 for the carrying values of stock impacted by the accounting estimate.

Useful economic lives of intangible assets

The useful economic lives of intangible fixed assets has to be estimated by the directors of the company to ensure an appropriate amortisation charge is recognised in the year. The value of the assets ultimately depends on the condition of the assets and whether economic income can be derived from the asset. The directors undertake a periodic review of the assets to ensure the value of the assets is fairly stated within the financial statements.

 

During the period, amortisation of £593,438 has been credited to the P&L in relation to negative goodwill. This is based on a useful economic life of 1-10 years, depending on the asset acquired.

 

Refer to note 12 for the carrying values of intangible fixed assets impacted by this accounting estimate.

Apportionment of goodwill across assets on acquisition

Negative goodwill is recognised as the gain on a bargain purchase on the acquisition of the assets purchased by the business on incorporation. This negative goodwill has been amortised on a proportional basis as the benefits are realised. Estimation is made by management in assessing this apportionment of the negative goodwill across the different assets, in order to determine how much amortisation will be charged.

 

During the period, negative goodwill of £733,263 has been recognised,

 

Refer to note 12 for the carrying values of intangible fixed assets impacted by the accounting estimate.

Marketing prepayment

The marketing prepayment relates to a marketing campaign which ran during the period but the sales are not expected to be received until post period-end. This is in line with the matching concept whereby the cost of the marketing has been prepaid, to be matched with these post period-end sales.

 

During the period, a marketing prepayment of £443,804 has been recognised,

 

Refer to note 15 for the carrying values of debtors impacted by the accounting estimate.

SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 18 -
3
Turnover and other revenue
2025
£
Other revenue
Interest income
4,321
4
Exceptional item
2025
£
Expenditure
Exceptional costs occured on aquisition of the trade
515,239

During the current period, Sarah Plumb Ltd acquired the trade and assets from another company. These exceptional costs relate to costs that were incurred by the old company, and have been honoured by Sarah Plumb Ltd. This is considered exceptional given the significant balances involved and one off nature.

5
Operating loss
2025
Operating loss for the period is stated after charging/(crediting):
£
Exchange losses
2,129
Depreciation of tangible fixed assets
111,755
Amortisation of intangible assets
(593,438)
6
Auditor's remuneration
2025
Fees payable to the company's auditor and associates:
£
For audit services
Audit of the financial statements of the company
21,950
7
Employees

The average monthly number of persons (including directors) employed by the company during the period was:

2025
Number
Production staff
179
Office and management staff
53
Total
232
SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
7
Employees
(Continued)
- 19 -

Their aggregate remuneration comprised:

2025
£
Wages and salaries
7,582,169
Social security costs
840,383
Pension costs
281,864
8,704,416
8
Directors' remuneration
2025
£
Remuneration for qualifying services
498,785
Company pension contributions to defined contribution schemes
49,651
548,436

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4.

Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
£
Remuneration for qualifying services
219,553
Company pension contributions to defined contribution schemes
1,791
9
Interest receivable and similar income
2025
£
Interest on bank deposits
4,321
10
Interest payable and similar expenses
2025
£
Interest on bank overdrafts and loans
7,302
Other interest
20,415
27,717
SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 20 -
11
Taxation
2025
£
Deferred tax
Origination and reversal of timing differences
96,363

The actual charge for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:

2025
£
Loss before taxation
(421,695)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00%
(105,424)
Tax effect of expenses that are not deductible in determining taxable profit
23,563
Tax effect of income not taxable in determining taxable profit
(148,360)
Change in unrecognised deferred tax assets
326,584
Taxation charge for the period
96,363
12
Intangible fixed assets
Negative goodwill
£
Cost
At 25 September 2024
-
0
Additions - business combinations
(733,263)
At 31 December 2025
(733,263)
Amortisation and impairment
At 25 September 2024
-
0
Amortisation charged for the period
(593,438)
At 31 December 2025
(593,438)
Carrying amount
At 31 December 2025
(139,825)

On incorporation, Sarah Plumb Ltd acquired the trade and assets of another company. From this purchase, negative goodwill has been recognised as the gain on a bargain purchase. This negative goodwill has been amortised on a proportional basis as the benefits are realised.

SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 21 -
13
Tangible fixed assets
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
Cost
At 25 September 2024
-
0
-
0
-
0
-
0
-
0
Additions
419,774
53,357
28,205
26,000
527,336
At 31 December 2025
419,774
53,357
28,205
26,000
527,336
Depreciation and impairment
At 25 September 2024
-
0
-
0
-
0
-
0
-
0
Depreciation charged in the period
87,365
11,227
6,663
6,500
111,755
At 31 December 2025
87,365
11,227
6,663
6,500
111,755
Carrying amount
At 31 December 2025
332,409
42,130
21,542
19,500
415,581
14
Stocks
2025
£
Raw materials and consumables
1,108,245

Included in the raw materials and consumables stock figure above is a stock provision for £217,516 with £170,183 being inherited on the purchase of trade and assets with a further provision of £47,333 being made during the current period.

15
Debtors
2025
Amounts falling due within one year:
£
Trade debtors
327,046
Other debtors
90,055
Prepayments and accrued income
1,135,441
1,552,542
SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 22 -
16
Creditors: amounts falling due within one year
2025
£
Trade creditors
366,083
Taxation and social security
1,041,688
Other creditors
282,027
Accruals and deferred income
1,127,505
2,817,303
17
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
2025
Balances:
£
Accelerated capital allowances
103,895
Retirement benefit obligations
(7,532)
96,363
2025
Movements in the period:
£
Liability at 25 September 2024
-
Charge to profit or loss
96,363
Liability at 31 December 2025
96,363

The deferred tax liability set out above, predominately relates to accelerated capital allowances that are expected to mature over the associated fixed assets useful economic life. Pension contributions will attract tax relief in the year paid, while tax losses are utilised against future taxable profits.

18
Retirement benefit schemes
2025
Charge to profit or loss in respect of defined contribution schemes
281,864

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.

 

As at the period end, contributions due to the schemes in respect of the current reporting period were £47,249.

SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 23 -
19
Share capital
2025
2025
Ordinary share capital
Number
£
Issued and fully paid
Ordinary shares of £1 each
625,000
625,000

During the year, the company issued 625,000 ordinary £1 shares for cash consideration of £625,000.

 

The ordinary shares rank pari passu in all respects and carry one vote per share. Each share has equal rights to dividends and to distributions on a winding up.

20
Acquisition

On 14 October 2024 the company acquired the trade and assets of Plumbs Limited.

Fair Value
£
Property, plant and equipment
482,530
Inventories
1,053,086
Trade and other receivables
444,306
Deposit liability
(1,021,659)
Total identifiable net assets
958,263
Goodwill
(733,263)
Total consideration
225,000
Satisfied by:
£
Cash
125,000
Deferred consideration
100,000
225,000
21
Operating lease commitments

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2025
£
Within 1 year
339,136
Years 2-5
968,649
After 5 years
3,016,667
4,324,452
SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
21
Operating lease commitments
(Continued)
- 24 -
2025
Future amounts receivable under operating leases:
£
Within 1 year
25,750
Years 2-5
53,275
After 5 years
69,081
148,106
22
Related party transactions

During the period, the company has made sales to Orchard House, a partnership under common control, of £10,128 and purchases of £10,311.

 

During the period, the company has made purchases of £233,333 from Dentons Pension Management Limited, in relation to a SIPP held by 2 of the directors. At the period end, £20,000 is owed to this pension scheme.

SARAH PLUMB LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 25 -
23
Directors' transactions
Loans
% Rate
Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
Director's loan account
-
-
(87,500)
5,500
(82,000)
Director's loan account
-
-
(87,500)
5,500
(82,000)
-
(175,000)
11,000
(164,000)
24
Ultimate controlling party

There is no one controlling individual controlling party.

25
Cash absorbed by operations
2025
£
Loss after taxation
(518,058)
Adjustments for:
Taxation charged
96,363
Finance costs
27,717
Investment income
(4,321)
Amortisation and impairment of intangible assets
(593,438)
Depreciation and impairment of tangible fixed assets
111,755
Decrease in provisions
(1,121,659)
Movements in working capital:
Increase in stocks
(55,159)
Increase in debtors
(1,108,236)
Increase in creditors
2,817,303
Cash absorbed by operations
(347,733)
26
Analysis of changes in net funds
25 September 2024
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
-
84,065
84,065
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