The director presents the strategic report for the year ended 31 December 2025.
The Group's financial performance during the year was mixed, with certain subsidiaries reporting profits and others incurring losses. The Director has reviewed the performance of the individual companies and the Group as a whole and is satisfied with the overall results achieved and the financial position at the year end. The Group continues to monitor trading performance, operating costs and cash flow, with a focus on maintaining financial stability and supporting the ongoing development of its businesses.
During the prior year Zetabyte Limited, Zetabyte (West) Ltd and Zetabyte (West) Holdings Ltd demerged from the ZCG Ltd due to limited synergies giving rise to a cleaner simpler group structure. This resulted in Zetabyte Limited being the parent company of its own group focused on retail with ZCG remaining focused on restaurants, hospitality and care.
The management of the business and the nature of the groups strategy are subject to a number of risks.
Effective risk management is critical to the achievement of the business objectives. Risk management controls are integrated into all levels of our business and are subject to continuous review to assess and mitigate business risks. The following risks constitute the principal risks and uncertainties currently facing the company:
Diminishing Sales Transactions: Consumer challenges around cost of living, inflation and increased competition. This is closely reviewed by way of monitoring the turnover in the quarterly management accounts.
Operational Disruption: A major equipment disruption at the operating sites could lead to significant interruption, impacting service levels. The business has developed suitable business continuity plans to minimise any such disruptions.
Food Safety and Regulation: Food contamination and matters related to product integrity could cause harm to customers and reputational damage and also may lead to regulatory penalties. To mitigate this risk, the business has strict policies and procedures on product quality and undertakes extensive quality control testing to ensure product conformance.
Information Technology System Failure: The business has a high dependency on core information technology systems. To mitigate this risk there are robust systems recovery policies and procedures in place which are tested on a regular basis to ensure protection of hardware, software and data.
Cost Pressure: Continued inflation on food costs, wages, rent and utilities pose a potential financial risk to the business. These are monitored closely and mitigated through selling price and operational efficiencies, as well as focus on service metrics to ensure the business maintains and grows its' customer base.
Labour and staffing risks: Post-Brexit restrictions on EU workers and low unemployment levels in certain regions make hiring difficult. To mitigate the risk the business uses numerous recruitment channels and works to reduce staff turnover.
Performance is measured by turnover, sales margins and chief overheads and costs as a proportion of sales and the bank balance. Costs are reviewed and monitored through the review of the quarterly management accounts.
Other key performance indicators
Customer feedback and reviews are consistently monitored to uphold strong reputational standards. Staff turnover is monitored to reduce churn and promote consistency for customers.
Future developments
There are no future developments affecting the Group.
On behalf of the board
The director presents his annual report and financial statements for the year ended 31 December 2025.
The results for the year are set out on page 8.
Ordinary dividends were paid amounting to £90,171 (2024: £87,501). The director does not recommend payment of a further dividend.
The director who held office during the year and up to the date of signature of the financial statements was as follows:
Closure of Etenrye Ltd
Subsequent to the year end, the director resolved to cease trading operations of Etenrye Ltd, a subsidiary undertaking within the Group. Following a review of the trading performance of the business, management determined during March 2026 that continued operation under the franchise agreement was not commercially viable. Trading ceased on 8 March 2026.
The decision to cease trading was made after the reporting date and accordingly represents a non-adjusting event under FRS 102. No adjustments have been made to the amounts recognised in these financial statements as at 31 December 2025 in respect of this event.
In preparing the financial statements, the directors considered the trading performance of Etenrye Ltd and the potential impact on the carrying value of the related assets at 31 December 2025. The directors concluded that no impairment adjustment was required in the consolidated financial statements at that date.
In accordance with the company's articles, a resolution proposing that FLB Audit LLP be reappointed as auditor of the group will be put at a General Meeting.
United Kingdom company law requires the director to prepare financial statements for each financial year. Under that law, the director has 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 director must not approve the financial statements unless he is 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 director is 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 director is 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. He is 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.
This report has been prepared in accordance with the provisions applicable to groups and companies entitled to the exemptions of the medium companies regime.
We have audited the financial statements of ZCG Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, 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
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.
Other information
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the strategic report and the director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
The strategic report and the director's report have been prepared in accordance with applicable legal requirements.
As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We considered the nature of the company's industry and its control environment, and reviewed the company's documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.
We have gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures at company levels to respond to the risk, recognising that risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. We focused on laws and regulations that could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006, taxation legislation, data protection, antibribery and health and safety legislation.
We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
As a result of performing the above, we identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to be revenue recognition and management override.
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:
enquiring of management concerning actual and potential litigation claims;
reviewing legal expenses for any indication of breaches of laws and regulations;
performing analytical procedures to identify any unusual results that may indicate risks of material misstatement due to fraud;
reading minutes of meetings;
assessing any management override of controls by testing journal entries and other adjustments and reviewing accounting estimates for indications of potential bias;
performing detailed sample testing over sales transactions to ensure no material misstatements due to fraud;
evaluating any transactions that are unusual or outside the normal course of business; and
maintaining alert to any fraud risks throughout the audit.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk if also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities 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.
The notes on pages 14 to 34 form part of these financial statements.
The notes on pages 14 to 34 form part of these financial statements.
The notes on pages 14 to 34 form part of these financial statements.
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 loss for the year was £289,290 (2024 - £581,618 profit).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The notes on pages 14 to 34 form part of these financial statements.
The notes on pages 14 to 34 form part of these financial statements.
The notes on pages 14 to 34 form part of these financial statements.
ZCG Ltd (“the company”) is a private company, limited by share capital, domiciled and incorporated in England and Wales. The registered office is Ground Floor Suite 2 & 3, The Tudor Barns, Britwell Road, Slough, Berkshire, United Kingdom, SL1 8DF.
The group consists of ZCG Ltd and all of its subsidiaries.
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 parent Company has taken advantage of the exemption from preparing a statement of cash flows, on the basis that it is a qualifying entity and the Group statement of cash flows, included in these financial statements, includes the Company's cash flows.
The consolidated group financial statements consist of the financial statements of the parent company ZCG Ltd 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 31 December 2025. 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.
During the year ended 31 December 2025, the Group made a net loss of £305,889 and the Group had positive cash reserves at the year end 31 December 2025 of £70,341, and net liabilities of £256,527.
In considering the appropriateness of adopting the going concern basis in preparing the financial statements, the director has assessed the potential cash generation of the Group for the foreseeable future (being 12 months from the date of approving these financial statements), The Group considers that it is well placed to be able to meet its obligations as they become due and continue as a going concern into the future.
Turnover 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. Turnover 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.
When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.
Turnover 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 turnover 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.
Turnover from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, turnover is recognised only to the extent of the expenses recognised that are recoverable.
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 income statement.
In the parent company financial statements, investments in subsidiaries 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 statement of financial position 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.
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 and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
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 income statement 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 income statement, 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.
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in other creditors as a liability in the balance sheet. The assets of the plan are held separately from the Company in independently administered funds.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
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.
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
Exceptional items
Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.
In the application of the group’s accounting policies, the director is 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.
Judgement has been applied in determining whether the company acts as principal or agent in its various sales contracts and arrangements. For each arrangement, the company assesses whether it controls the specified goods or services before transfer to the customer, in line with the guidance in FRS 102 Section 23.
In relation to the Flexpay arrangements, the company has concluded that it acts as principal. Accordingly, revenue from these transactions has been recognised on a gross basis, consistent with the requirements of FRS 102.
For the different classes of tangible assets, management establish useful lives based on our estimates of the period that the assets will be able to be utilised for. All tangible asset useful lives are reviewed periodically for appropriateness. The amortisation rates of franchise costs are based on the term of the agreements.
The company disposed of its shareholding of Zetabyte Limited on 23 December 2024.
The average monthly number of persons (including directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
The Company has no employees other than the director, who did not receive any remuneration (2024: £Nil).
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 0 (2024 - 1).
The actual (credit)/charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:
At the reporting date, the Group had tax adjusted losses carried forward of £576,186 (2024: £396,467). The Group has recognised deferred tax assets in respect of these losses up to the extent of corresponding deferred tax liabilities against which the losses could be offset against, in the event of a current tax charge. No deferred tax asset has been recognised in respect of losses above these amounts, due to uncertainty around the timing of future taxable profits, against which to utilise these losses. The tax losses do not have a expiry date.
On 23 December 2024, the group disposed of its entire shareholding in Zetabyte Limited, a wholly owned subsidiary, by way of a dividend in specie of £1. Following this transaction, Zetabyte Limited and its subsidiaries ceased to be members of the group.
Zetabyte Limited was the sole shareholder of its subsidiaries, being Zetabyte (West) Holdings Ltd and Zetabyte (West) Ltd.
The results of Zetabyte Limited for the period up to the date of disposal have been presented as a discontinued operation in accordance with Section 5 Statement of Comprehensive Income of FRS 102.
No cash consideration was received on disposal as the transaction was effected via a dividend in specie. Accordingly, there was no impact on the group's cash flows arising from the disposal.
Included within tangible fixed assets are assets held under finance leases or hire purchase contracts, as follows:
All subsidiaries have taken advantage of the exemption to have an audit of their financial statements for the period ended 31 December 2025, as permitted by section 479A of the UK Companies Act 2006. Under section 497C of the UK Companies Act 2006, ZCG Ltd guarantee all the outstanding liabilities of all listed subsidiaries as at 31 December 2025.
Details of the company's subsidiaries at 31 December 2025 are as follows:
Financial assets measured at amortised cost comprise of cash, trade debtors, amounts owed from group undertakings, other debtors and accrued income.
Financial liabilities measured at amortised cost comprise of bank and other loans, trade creditors, amounts owed to group undertakings, accruals, HP liabilities and other creditors.
The difference between purchase price or production cost of stocks and their replacement cost is not material.
Amounts owed by group undertakings are unsecured, interest free and repayable on demand.
Included within other debtors for the company are loans to related parties of £789,345 (2024: £796,345) which are unsecured, interest free and repayable on demand.
Included within other debtors for the group are loans to related parties of £893,958 (2024: £900,958) which are unsecured, interest free and repayable on demand.
Amounts owed to group undertakings are unsecured, interest free and repayable on demand.
Included within other creditors for the company are loans from related parties of £1,487,649 (2025: £1,092,649) that are unsecured, interest free and repayable on demand.
Included within other creditors for the group are loans from related parties of £1,544,318 (2024: £1,149,318) that are unsecured, interest free and repayable on demand.
Bank loans of £212,307 (2024: £300,567) owed to HSBC Bank UK plc are secured by way of a fixed and floating charge over assets and payable by instalments. The loans bear interest as follows:
£46,725 (2024: £74,152) at BoE base rate plus 3.55% per annum.
£58,915 (2024: £89,748) at BoE base rate plus 4.99% per annum.
£6,667 (2024: £26,667) bearing no interest.
£100,000 (2024: £110,000) at 9.36% interest per annum.
Bank loans of £4,684 (2024: £35,782) owed to The Royal Bank of Scotland plc are secured by way of a fixed and floating charge over assets and payable by instalments. Interest is payable on the loan at a fixed rate of 3.14% per annum.
Other loans of £98,625 (2024: £124,985) owed to Funding Circle Ltd is unsecured, bears interest at 11.4% per annum and is payable by instalments.
Hire purchase loans are secured over the assets to which they relate.
The following are the major deferred tax liabilities and assets recognised by the group and company:
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.
Contributions totalling £3,319 (2024: £2,202) were payable to the fund at the balance sheet date and are included in other creditors.
The Company has one class of Ordinary shares, which have attached to them full voting, dividend and capital distribution rights (including on a winding up). The shares do not confer any rights of redemption.
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:
Closure of Etenrye Ltd
Subsequent to the year end, the director resolved to cease trading operations of Etenrye Ltd, a subsidiary undertaking within the Group. Following a review of the trading performance of the business, management determined during March 2026 that continued operation under the franchise agreement was not commercially viable. Trading ceased on 8 March 2026.
The decision to cease trading was made after the reporting date and accordingly represents a non-adjusting event under FRS 102. No adjustments have been made to the amounts recognised in these financial statements as at 31 December 2025 in respect of this event.
In preparing the financial statements, the directors considered the trading performance of Etenrye Ltd and the potential impact on the carrying value of the related assets at 31 December 2025. The directors concluded that no impairment adjustment was required in the consolidated financial statements at that date.
During the year the group entered into the following transactions with related parties:
The following amounts were outstanding at the reporting end date:
Amounts due to related parties are unsecured, interest free and repayable on demand.
The following amounts were outstanding at the reporting end date:
Amounts due from related parties are unsecured, interest free and repayable on demand.
The group has taken exemption from disclosing related party transactions between wholly owned group members under paragraph 33.1A of FRS 102.