The directors present the strategic report for the period ended 29 March 2026.
Ludwick Group Limited was incorporated on 24 March 2025 and became the parent company of the Simmons group following a group reorganisation completed on 31 March 2025.
The group's principal trading activity is the manufacture and sale of bakery products and the operation of retail bakery and food-to-go outlets through its subsidiary undertaking, Simmons (Bakers) Limited. The group also holds investment and property assets through Hatfield Trading Limited.
During the year the company received dividend income from subsidiary undertakings and reported a profit for the year of £383,669. Net assets at 29 March 2026 amounted to £40.8 million for the company and £39.5m for the group.
The group delivered a strong trading performance during the year. Turnover came in at £34.9 million and gross profit margin was 70.4%. Overall, loss before taxation amounted to £502k.
The establishment of Ludwick Group Limited as the new parent company during the year provides a simplified group structure and an appropriate platform for the future ownership and governance of the group's trading, investment and property activities. The directors are pleased with the performance and financial position of the group during the period.
As a holding company, the principal risks affecting the company are linked to the performance of its subsidiary undertakings and the value of its investments. The directors regularly monitor the financial performance, cash generation and funding requirements of the group and consider the overall risk profile of the business to be appropriately managed.
The group's trading operations are exposed to risks common to the bakery and retail sector, including changes in consumer demand, food and energy cost inflation, labour availability and wider economic conditions. The directors continue to monitor these factors closely and believe the group's established brand, customer base and financial strength position it well to respond to these challenges.
The directors intend to continue supporting the development of the group's trading activities through investment in retail locations, production facilities and operational efficiency. The directors remain confident in the long-term prospects of the group and expect the business to continue generating sustainable profits and cash flows.
The directors of Ludwick Group Limited are required to act in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole, having regard to the matters set out in section 172 of the Companies Act 2006. As the parent company of the group, many of the board's decisions are taken with regard to the long-term success, sustainability and governance of the group as a whole.
In carrying out their duties during the year, the directors have had regard to a broad range of stakeholders and factors when making decisions, including:
Employees
The directors recognise that the continued success of the group depends upon the commitment, wellbeing and development of its employees. Through the board's oversight of the group's trading operations, the directors consider workforce matters including recruitment, retention, training, remuneration, health and safety and employee engagement. Regular reporting from management enables the board to understand workforce challenges and opportunities and supports decision-making designed to promote a skilled, motivated and engaged workforce.
Customers
The group's reputation and long-term success are dependent on maintaining strong relationships with customers. The directors receive regular information concerning trading performance, customer demand and operational performance and seek to ensure that strategic decisions support the continued delivery of high-quality products, service standards and value for customers throughout the group's retail estate.
Suppliers and Business Partners
The directors recognise the importance of maintaining effective and collaborative relationships with suppliers, landlords, advisers and other business partners. The board seeks to ensure that the group conducts business fairly and responsibly and takes a long-term approach to building mutually beneficial commercial relationships which support the sustainability and resilience of the business.
Community and Environment
The group has operated within its local communities for many years and the directors recognise the importance of maintaining the trust and support of customers, employees and local stakeholders. The directors consider the impact of significant business decisions on the communities in which the group operates and support initiatives that contribute positively to those communities.
The board also recognises the importance of environmental responsibility and oversees the group's approach to energy efficiency and resource usage. Details of the group's energy use and carbon emissions are included within the Streamlined Energy and Carbon Reporting disclosures elsewhere in this annual report.
Maintaining High Standards of Business Conduct
The directors are committed to maintaining high standards of business conduct and corporate governance. The board promotes a culture based on integrity, accountability and responsible decision-making and seeks to ensure that the group complies with all applicable legal and regulatory requirements.
Long-Term Decision Making
When considering significant matters during the year, including the establishment of Ludwick Group Limited as the new parent company of the group, capital investment within subsidiary undertakings, dividend policy and the ongoing allocation of resources across the business, the directors considered the likely long-term consequences of those decisions and the interests of relevant stakeholders. The directors believe that these decisions support the long-term success of the group and the creation of sustainable value for shareholders.
Shareholders
The company maintains regular dialogue with its shareholders and seeks to ensure that the interests of all members are considered when significant decisions are taken. The directors aim to maintain a strong financial position and an appropriate balance between reinvestment in the business and returns to shareholders.
The directors consider that throughout the year they have acted in a manner most likely to promote the success of the company for the benefit of its members as a whole, having regard to the interests of all key stakeholders and the matters set out in section 172(1) of the Companies Act 2006.
On behalf of the board
The directors present their annual report and financial statements for the period ended 29 March 2026.
The results for the period are set out on page 9.
Ordinary dividends were paid amounting to £200,000. The directors do not recommend payment of a further dividend.
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
During the year, the policy of providing employees with information about the group and company has been continued through internal media methods in which employees have also been encouraged to present their suggestions and views on the company's performance. Regular meetings are held between the management and employees to allow a free flow of information and ideas. Employees participate directly in the success of the business through the company's bonus schemes.
Sumer Auditco Limited were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
As the parent company of a large group, the company has included the group's Streamlined Energy and Carbon Reporting disclosures within these annual financial statements.
The UK annual quantity of emissions (in tonnes) of carbon dioxide equivalent resulting from the combustion of gas was 245 Carbon Tonnes (1,344,060 kWh) (2025: 279 Carbon Tonnes - 1,522,322 kWh).
The UK annual quantity of emissions (in tonnes) of carbon dioxide equivalent resulting from the purchase of electricity for own use was 488 Carbon Tonnes (3,726,328 kWh) (2025: 673 Carbon Tonnes - 3,803,930 kWh).
The UK annual quantity of emissions (in tonnes) of carbon dioxide equivalent resulting from fuel for use in owned transport was 186 Carbon Tonnes (717,969 kWh) (2025: 189 Carbon Tonnes - 717,577 kWh).
The group uses a range of methodologies to calculate the above information, including utility bills and carbon trust energy and carbon conversion guidance.
The group engages 695 members of staff (2025: 711 members of staff) and uses 919 Carbon Tonnes of energy (2025: 1,141 Carbon Tonnes), equating to 1.32 Carbon Tonnes per member of staff (2025: 1.61 Carbon Tonnes).
The group has reported comparatives in this element of the report, which links to the reporting made at group level of Hatfield Trading Limited in the prior period.
The group is committed to improving energy efficiency. We have installed energy efficient light bulbs in all shops and throughout the bakery. We have purchased a number of electric vehicles, and we continue to recycle our food waste with Severn Trent who produce green electricity for the National Grid. We have solar panels on our warehouse.
United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company 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 group and parent company, and of the profit or loss of the group 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 United Kingdom 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 group and parent company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent 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 group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
We have audited the financial statements of Ludwick Group Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 29 March 2026 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group 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).
Basis for opinion
Conclusions relating to going concern
Other information
Opinions on other matters prescribed by the Companies Act 2006
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 group's and parent 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 group or parent company or to cease operations, or have no realistic alternative but to do so.
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the Group through discussions with directors and other management, and from our commercial knowledge and experience of the trade;
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Group;
we assessed the extent of compliance with the laws and regulations considered above through making enquiries of management and inspecting legal correspondence; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by;
making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
To address the risks of fraud through management bias and override controls, we:
performed analytical procedures to identify any unusual or unexpected relationships;
tested journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
agreeing financial statement disclosures to underlying supporting documentation;
enquiring of management as to actual and potential litigation and claims; and
discussions with senior management regarding relevant regulations and reviewing the company’s legal and professional fees.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the director’s and other management and the inspection of regulatory and legal correspondence.
As part of our audit, we addressed the risk of management override of internal controls, including testing of journals and review of the nominal ledger. We evaluated whether there was evidence of bias by the directors that represented a risk of 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 parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £383,669.
Ludwick Group Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 2 The Parade, St Albans Road East, Hatfield, Hertfordshire, AL10 0EY.
The group consists of Ludwick Group Limited and all of its subsidiaries.
The financial statements have been prepared for the period from incorporation 24 March 2025 until the period ended 29 March 2026.
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.
The 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 for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The consolidated group financial statements consist of the financial statements of the parent company Ludwick Group Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 29 March 2026. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.
Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.
If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.
Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.
At the time of approving the financial statements, the directors have a reasonable expectation that the group and parent company have adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
The group and company has been able to trade in line with expectations in the period since 30 March 2026 to present and has continued to generate profits and operating cash flows. The group and company has no external debt and has a strong net asset and liquidity base. Even in extreme downside scenarios the Directors have options available to them, including selling the properties, in order to preserve cash flow and allow the business to settle its liabilities as they fall due. The directors therefore continue to adopt the going concern basis of accounting in preparing the financial statements.
Turnover represents the invoiced amounts of goods sold and services provided after the deduction of trade discounts and value added tax.
Revenue from the sale of goods is recognised as turnover on receipt of cash or card payment.
Wholesale sales are recognised when goods are delivered to customers.
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 recognised in the profit and loss account.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the group 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.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
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.
The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and 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, 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, 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.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group 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 group after deducting all of its 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.
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 group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the group 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 group.
The tax expense represents the sum of the tax currently payable and deferred 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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
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 if, and only if, there is 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.
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.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
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 leased asset are consumed.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
In the application of the group’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.
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
The acquisition of Hatfield Trading Limited required management to exercise judgement in determining the fair value of the identifiable assets and liabilities acquired and the resulting goodwill arising on acquisition. The directors considered the available information at the acquisition date, including independent valuations where appropriate, in determining the allocation of the purchase price.
In accounting for the acquisition, management considered whether any separately identifiable intangible assets, including brands, customer relationships and other intangible rights, should be recognised separately from goodwill. Following assessment of the relevant criteria under FRS 102, the directors concluded that no material separately identifiable intangible assets existed that could be measured reliably and recognised independently of goodwill.
The directors exercised judgement in determining the classification of the redeemable preference shares issued as part of the acquisition consideration. In reaching this conclusion, particular consideration was given to the holders' ability to require redemption of the shares within five business days and the resulting contractual obligation on the Company to transfer cash. The directors concluded that the shares meet the definition of a financial liability rather than an equity instrument under FRS 102
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.
Depreciation policies have been set according to experience of the useful lives of the assets in each category and are reviewed annually.
Goodwill arising on acquisition is amortised over an estimated useful economic life of 10 years. The assessment of the useful economic life and the consideration of potential impairment requires management to make assumptions regarding the future trading performance and cash generation of the acquired business. Changes in these assumptions could result in a material adjustment to the carrying value of goodwill.
The average monthly number of persons (including directors) employed by the group and company during the period was:
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2.
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:
The goodwill arose on the acquisition of subsidiary undertakings and is being amortised over its estimated useful economic life of 10 years.
The carrying value of land and buildings comprises:
Details of the company's subsidiaries at 29 March 2026 are as follows:
The Company has issued 9,921,132 redeemable preference shares. The preference shares do not carry voting rights except in limited circumstances prescribed by the Articles of Association. The holders have the right to require the Company to redeem the shares and repay the subscription amount within five business days of serving notice. The preference shares rank in priority to the Ordinary Shares and A Ordinary Shares in respect of repayment of capital, including on a winding up of the Company. The shares carry no entitlement to participate in the residual equity growth of the group beyond their fixed redemption amount.
As the shares contain a contractual obligation for the Company to transfer cash to the holders upon redemption, they have been classified as financial liabilities in accordance with FRS 102.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
The deferred tax movement in the year relates to deferred tax acquired on the acquisition of Hatfield Trading Limited and deferred tax arising on fair value adjustments recognised as part of the acquisition.
At 29 March 2026 there were outstanding contributions payable of £97,642. A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
On 31 March 2025, the Company acquired the entire issued share capital of Hatfield Trading Limited. As part of the consideration for the acquisition, Ludwick Group Limited issued:
194,289 ordinary shares of 1p each;
258,736 A ordinary shares of 0.1p each; and
9,921,132 redeemable preference shares of 0.01p each and issued at value of £1 per share.
Each Ordinary Share and A Ordinary Share carries one vote at general meetings of the Company. Ordinary Shares have the preferential right to receive dividends declared by the Company to the exclusion of A Ordinary Shares. Following repayment of the Redeemable Preference Shares, Ordinary Shares participate first in distributions on a return of capital, after which any remaining surplus assets are distributed equally between Ordinary Shareholders and A Ordinary Shareholders in proportion to their holdings. Details for preference shares can be found in note 21.
The shares were issued as non-cash consideration in exchange for the shares acquired in Hatfield Trading Limited.
In accordance with section 612 of the Companies Act 2006 (merger relief), the Company has not recognised share premium on the issue of shares forming part of the acquisition consideration. As the acquisition qualified for merger relief, the excess of the fair value of the shares issued over their nominal value has been credited to a merger reserve rather than to a share premium account.
Retained earnings
Retained earnings represent the accumulated profits and losses of the Group that have not been distributed to shareholders.
The balance includes the post-acquisition results of subsidiary undertakings together with the impact of consolidation adjustments arising on acquisition.
Merger reserve
The merger reserve arose during the year on the acquisition of Hatfield Trading Limited. As part of the consideration for the acquisition, the Company issued ordinary shares, A ordinary shares and redeemable preference shares to the vendors.
The acquisition qualified for merger relief under section 612 of the Companies Act 2006. Accordingly, the excess of the fair value of the shares issued over their nominal value has been credited to the merger reserve rather than recognised in share premium.
On 31 March 2025 the group acquired 100 percent of the issued capital of Hatfield Trading Limited.
The goodwill arising on the acquisition of the business is attributable to the anticipated profitability of the distribution of the company's products in new markets and the future operating synergies from the combination.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Amounts contracted for but not provided in the financial statements:
During the year, the company declared dividends totalling £200,000 to shareholders. Amounts of £49 remain payable to shareholders and are included within Creditors.
The group was provided services of £67,328 by a close family member of a director of Simmons (Bakers) Limited. The outstanding creditor amount at the year end was £13,500.