REGISTERED NUMBER:
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STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
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FINANCIAL STATEMENTS |
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FOR THE YEAR ENDED 31ST JULY 2022 |
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DAVID AUSTIN ROSES LIMITED |
REGISTERED NUMBER:
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STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
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FINANCIAL STATEMENTS |
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FOR THE YEAR ENDED 31ST JULY 2022 |
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FOR |
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DAVID AUSTIN ROSES LIMITED |
DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST JULY 2022 |
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Company Information | 1 |
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Strategic Report | 2 |
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Report of the Directors | 3 |
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Report of the Independent Auditors | 5 |
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Income Statement | 9 |
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Other Comprehensive Income | 10 |
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Balance Sheet | 11 |
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Statement of Changes in Equity | 12 |
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Notes to the Financial Statements | 13 |
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DAVID AUSTIN ROSES LIMITED |
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COMPANY INFORMATION |
FOR THE YEAR ENDED 31ST JULY 2022 |
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DIRECTORS: |
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SECRETARY: |
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REGISTERED OFFICE: |
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REGISTERED NUMBER: |
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AUDITORS: |
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Chartered Accountants |
Statutory Auditor |
The Old Police Station |
Whitburn Street |
Bridgnorth |
Shropshire |
WV16 4QP |
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BANKERS: |
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Lichfield Street |
PO Box 33 |
9 Queen Square |
Wolverhampton |
West Midlands |
WV1 1TE |
DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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STRATEGIC REPORT |
FOR THE YEAR ENDED 31ST JULY 2022 |
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The directors present their strategic report for the year ended 31st July 2022. |
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REVIEW OF BUSINESS |
On 1 January 2021, the trade, cash and fixed assets of David Austin Rose Nursery Limited were transferred to the company, subsequent to this the remaining net assets of David Austin Rose Nursery Limited were also transferred. All assets were transferred at carrying value. |
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As a result of the above, the income statement of the company is not comparable to the prior year. If the results of David Austin Rose Nursery Limited prior to January 2021 were combined with the prior year comparatives of the company the income statement would show a decline in turnover to the current year and a resulting decline in profits. The decrease is driven by a return to "normality" after the Covid-19 pandemic during which the company experienced a significant boom in rose sales. Despite the decrease the company has maintained it's gross margin at 51.98%, a minimal decrease from the prior year margin of 53.2%. |
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Despite gross margin remaining consistent, operating margins have fallen from 21.4% to 16.7%, before exceptional items. The biggest driver behind the decrease is the rise in national minimum wage from April 2022 resulting in significant increases in staff costs throughout the business. The company has also experienced significant rises in carriage costs as the rising price of fuel across the UK economy has increased delivery charges. |
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The company again committed substantial funds to research and development activities where its extensive breeding programme continues to facilitate the development of new varieties and is viewed by the directors as a foundation for future success. |
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Key performance indicators |
The directors consider turnover and operating margin as the key performance indicators of the business. Due to the acquisition of the trade of David Austin Rose Nursery Limited in the previous year, indicators are not comparable in the company only financial statements. Please refer to the consolidated financial statements of David Austin Roses (Holdings) Limited which contains the results of the company and David Austin Rose Nursery Limited on a comparable basis. |
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PRINCIPAL RISKS AND UNCERTAINTIES |
The company operates in competitive markets and would be adversely impacted by potential further tough economic conditions in the future. It has significant overseas sales, particularly in the USA, rendering it susceptible to adverse foreign currency movements. The directors continue to strengthen the company's branding so as to make it as resistant as possible to tough economic conditions and mitigate foreign exchange risks via the use of currency options and derivatives. |
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Adverse weather conditions could impact upon growing crop quality and yields within the company's supply chain. The company mitigates this risk via the use of multiple growers in various geographical locations. |
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ON BEHALF OF THE BOARD: |
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DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31ST JULY 2022 |
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The directors present their report with the financial statements of the company for the year ended 31st July 2022. |
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PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of rose breeding, wholesaling, licensing and plant centre operation. |
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DIVIDENDS |
Dividends of £15,638,953 (2021: £Nil) were paid during the year. |
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RESEARCH AND DEVELOPMENT |
The company continues to commit substantial funds into research and development activities where its extensive breeding programme continues to facilitate the development of new varieties and is viewed by the director as a foundation for future success. Total research and development costs were £1,147k (2021 : 714k). |
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EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
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DIRECTORS |
The directors shown below have held office during the whole of the period from 1st August 2021 to the date of this report. |
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STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
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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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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: |
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- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
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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. |
DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31ST JULY 2022 |
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STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
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ON BEHALF OF THE BOARD: |
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REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
DAVID AUSTIN ROSES LIMITED |
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Opinion |
We have audited the financial statements of David Austin Roses Limited (the 'company') for the year ended 31st July 2022 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
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In our opinion the financial statements: |
- | give a true and fair view of the state of the company's affairs as at 31st July 2022 and of its profit for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
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Basis for opinion |
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 Auditors' 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 opinion. |
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Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
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Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
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Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
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Other information |
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
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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. |
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In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
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Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
DAVID AUSTIN ROSES LIMITED |
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Matters on which we are required to report by exception |
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 Report of the Directors. |
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We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
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Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
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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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
DAVID AUSTIN ROSES LIMITED |
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Auditors' 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 a Report of the Auditors 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. |
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The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
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Extent to which the audit was considered capable of detecting irregularities, including fraud |
We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. |
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Identifying and assessing potential risks related to irregularities |
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures include the following: |
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- Enquiring of the directors and senior management |
- Discussing among the engagement team, including the tax team, how and where fraud might occur in the financial |
statements |
- Obtaining an understanding of the legal and statutory framework that the company operates in. The key laws and |
regulations we considered in this context include the Companies Act 2006, Tax Legislation and |
Environmental and Health and Safety legislation. |
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Audit response to risks identified |
As a result of performing the above we identified the occurrence of revenue as a key audit matter. |
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In addition to the above, our procedures to respond to risks identified included the following: |
- Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance |
with relevant laws and regulations |
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- Enquiring of management and the directors and external legal advisors concerning actual and potential litigation |
and claims |
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- Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of |
material misstatement due to fraud |
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- Completing focused testing on all revenue streams via a detailed review of a sample of documents supporting |
revenue recorded during the year. |
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- Addressing the risk of fraud through management override of controls via reviewing the appropriateness of journal |
entries and other adjustments, assessing whether the judgements made in making accounting estimates are |
indicative of a potential bias and evaluating the business rationale of any significant transactions that are |
unusual or outside the normal course of business |
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We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. |
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A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
DAVID AUSTIN ROSES LIMITED |
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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 a Report of the Auditors 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. |
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for and on behalf of
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Chartered Accountants |
Statutory Auditor |
The Old Police Station |
Whitburn Street |
Bridgnorth |
Shropshire |
WV16 4QP |
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DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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INCOME STATEMENT |
FOR THE YEAR ENDED 31ST JULY 2022 |
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31.7.21 | 31.7.22 |
£ | £ | Notes | £ | £ |
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TURNOVER | 3 |
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Cost of sales |
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GROSS PROFIT |
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Administrative expenses |
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4,497,934 | 4,660,566 |
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Other operating income and expenses | 4 |
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OPERATING PROFIT | 7 |
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Exceptional income | 8 |
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Interest receivable and similar income | 9 |
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544 | 13,934,711 |
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PROFIT BEFORE TAXATION |
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Tax on profit | 10 |
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PROFIT FOR THE FINANCIAL YEAR |
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DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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OTHER COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 31ST JULY 2022 |
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31.7.21 | 31.7.22 |
£ | Notes | £ |
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PROFIT FOR THE YEAR |
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OTHER COMPREHENSIVE INCOME |
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Retranslation of foreign operations |
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Income tax relating to other comprehensive
income |
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OTHER COMPREHENSIVE INCOME
FOR THE YEAR, NET OF INCOME TAX |
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TOTAL COMPREHENSIVE INCOME
FOR THE YEAR |
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DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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BALANCE SHEET |
31ST JULY 2022 |
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31.7.21 | 31.7.22 |
£ | £ | Notes | £ | £ |
FIXED ASSETS |
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Tangible assets | 12 |
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Investments | 13 |
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CURRENT ASSETS |
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Stocks | 14 |
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Debtors | 15 |
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Cash at bank |
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CREDITORS |
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Amounts falling due within one year | 16 |
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NET CURRENT ASSETS |
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TOTAL ASSETS LESS CURRENT
LIABILITIES |
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PROVISIONS FOR LIABILITIES | 19 |
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NET ASSETS |
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CAPITAL AND RESERVES |
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Called up share capital | 20 |
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Share premium | 21 |
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Capital redemption reserve | 21 |
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Foreign exchange reserve | 21 |
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Retained earnings | 21 |
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SHAREHOLDERS' FUNDS |
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The financial statements were approved and authorised for issue by the Board of Directors and authorised for issue on
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DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31ST JULY 2022 |
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Called up |
share | Retained | Share |
capital | earnings | premium |
£ | £ | £ |
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Balance at 1st August 2020 |
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Changes in equity |
Total comprehensive income | - |
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Balance at 31st July 2021 |
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Changes in equity |
Dividends | - |
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Total comprehensive income | - |
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Balance at 31st July 2022 |
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Capital | Foreign |
redemption | exchange | Total |
reserve | reserve | equity |
£ | £ | £ |
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Balance at 1st August 2020 |
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Changes in equity |
Total comprehensive income |
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Balance at 31st July 2021 |
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Changes in equity |
Dividends | - | - |
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Total comprehensive income |
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Balance at 31st July 2022 |
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DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST JULY 2022 |
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1. | STATUTORY INFORMATION |
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David Austin Roses Limited is a
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2. | ACCOUNTING POLICIES |
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Basis of preparing the financial statements |
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The financial statements are prepared in Sterling. |
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The financial statements contain information about David Austin Roses Limited as an individual company and do not contain consolidated financial information as the parent of a group. David Austin Roses (Holdings) Limited, the company's parent undertaking, prepares consolidated financial statements in which the results of David Austin Roses Limited and its subsidiary undertaking are included. The consolidated financial statements of David Austin Roses (Holdings) Limited are separately available. |
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Financing transactions |
Basic financial instruments are initially measured at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Under FRS102, intercompany loans are recorded at present value using a market rate for a similar instrument. This has resulted in an adjustment at 31st July 2021 of £Nil for both income from a group company and interest payable. |
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Financial Reporting Standard 102 - reduced disclosure exemptions |
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
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• | the requirements of Section 7 Statement of Cash Flows; |
• | the requirement of paragraph 3.17(d); |
• | the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A. |
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The company is entitled to the above exemptions as the information is included in the consolidated financial statements of the company's ultimate parent undertaking David Austin Roses Holdings Limited. |
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Turnover |
Turnover represents the net amount invoiced by the company to external customers for goods and services excluding value added tax. Turnover is recognised when the risks and rewards of owning the goods has been passed to the customer which is generally on delivery. |
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Licensing income is included in turnover and is recognised in line with agreements with licensees, either based upon the sales to external customers of the license or at the point of propagation. |
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Interest income |
Interest income is recognised using the effective interest method. |
DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST JULY 2022 |
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2. | ACCOUNTING POLICIES - continued |
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Tangible fixed assets |
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Freehold property | - |
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Plant and machinery | - |
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Motor vehicles | - |
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Tangible fixed assets are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended. |
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Assets are depreciated from the date that they are brought into use. |
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Freehold land is not depreciated. |
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Impairment of assets |
At each reporting date fixed assets are reviewed to determine whether there is any indication that those assets have suffered an impairment loss. If there is an indication of possible impairment, the recoverable amounts of any affected asset is estimated and compared to the carrying amount. If the estimated recoverable amount is lower, the carrying amount is reduced to its estimated recoverable amount, and an impairment loss is recognised immediately in the income statement. |
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If an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but not in excess of the amount that would have been determined had no impairment loss been recognised for the asset in the prior years. A reversal of an impairment loss is recognised immediately in the income statement. |
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Stocks |
Externally grown growing stock is valued at the estimated cost to bring the goods to their current condition based on the contractual purchase price of the goods. |
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Internally grown stock, including roses held for resale and consumable materials used in rose production is valued at the lower of average cost and net realisable value. |
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Remaining stock is valued at the lower of cost, on a FIFO basis, and net realisable value. |
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All stocks are reviewed annually for indicators of impairment due to slow moving or obsolete items, with impairments recorded in the statement of comprehensive income. |
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Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
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Current or deferred taxation assets and liabilities are not discounted. |
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Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
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DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST JULY 2022 |
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2. | ACCOUNTING POLICIES - continued |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
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Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
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Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
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Research and development |
The company undertakes research and development so as to pursue its fundamental aim of developing rose varieties free of disease. The company's policy is not to capitalise and carry forward costs incurred due to the highly speculative nature of the work. |
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Pension costs and other post-retirement benefits |
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
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Investments |
Investments in subsidiaries have been included at cost less impairment, in line with FRS102. |
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Debtors and creditors receivable/payable within one year |
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses from impairment are recognised in the income statement in other administration expenses. |
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Foreign currencies |
In accordance with FRS102, foreign currency transactions are translated at the rates ruling when they occurred. Foreign currency monetary assets and liabilities are translated at the balance sheet date using the spot rate of exchange. Any differences are taken to the income statement. |
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Foreign operations with differing functional currencies are retranslated into the presentational currency of the company using the consolidation rules under FRS102. Income and expenditure are translated at a rate which approximates the rate prevailing at the date of the transaction, being the average rate for the year. Assets and liabilities are translated at the spot rate prevailing at the balance sheet date. Differences arising on retranslation of the foreign operations are taken to the statement of comprehensive income as other comprehensive income. |
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Group relief |
The benefit of group relief is accounted for within the tax charge of the profit making undertaking. No payment is made for group relief between group undertakings. |
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3. | TURNOVER |
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The turnover and profit before taxation are attributable to the one principal activity of the company. |
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An analysis of turnover by class of business is given below: |
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31.7.22 | 31.7.21 |
£ | £ |
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DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST JULY 2022 |
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3. | TURNOVER - continued |
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An analysis of turnover by geographical market is given below: |
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31.7.22 | 31.7.21 |
£ | £ |
United Kingdom |
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Europe |
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Rest of the world | 11,992,956 | 7,101,147 |
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4. | OTHER OPERATING INCOME AND EXPENSES |
31.7.22 | 31.7.21 |
£ | £ |
Government grants |
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5. | EMPLOYEES AND DIRECTORS |
31.7.22 | 31.7.21 |
£ | £ |
Wages and salaries |
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Social security costs |
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Other pension costs |
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The average number of employees during the year was as follows: |
31.7.22 | 31.7.21 |
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Selling and administration | 114 | 89 |
Production and breeding | 108 | 86 |
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DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
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NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST JULY 2022 |
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6. | DIRECTORS' EMOLUMENTS |
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31.7.22 | 31.7.21 |
£ | £ |
Directors' remuneration |
389,108 |
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207,738 |
|
Directors' pension contributions to money purchase schemes | 14,640 | 9,750 |
|
The number of directors to whom retirement benefits were accruing was as follows: |
31.7.22 | 31.7.21 |
Money purchase schemes | 2 | 2 |
|
Information regarding the highest paid director is as follows: |
31.7.22 | 31.7.21 |
£ | £ |
Emoluments | 243,188 | 183,738 |
Pension contributions to money purchase schemes | 4,000 | 8,000 |
|
7. | OPERATING PROFIT |
|
The operating profit is stated after charging/(crediting): |
|
31.7.22 | 31.7.21 |
£ | £ |
Hire of equipment |
|
|
Depreciation - owned assets |
|
|
Auditors' remuneration |
|
|
Foreign exchange differences | ( |
) |
|
Research and development costs |
|
|
|
8. | EXCEPTIONAL INCOME |
|
The exceptional item relates to the waiver of inter-group loans during the year. |
|
9. | INTEREST RECEIVABLE AND SIMILAR INCOME |
31.7.22 | 31.7.21 |
£ | £ |
Interest income |
|
|
Interest on corporation tax |
|
|
|
|
DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
|
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST JULY 2022 |
|
10. | TAXATION |
|
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
31.7.22 | 31.7.21 |
£ | £ |
Current tax: |
UK corporation tax |
|
|
Under/(over) provision in prior year | - | 5,429 |
Patent box | (92,652 | ) | (120,258 | ) |
Double taxation relief | (286,931 | ) | (298,037 | ) |
Overseas tax | 736,990 | 565,901 |
Total current tax |
|
|
|
Deferred tax |
|
|
Tax on profit |
|
|
|
UK corporation tax has been charged at 19% (2021 - 19%). |
|
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
|
31.7.22 | 31.7.21 |
£ | £ |
Profit before tax |
|
|
Profit multiplied by the standard rate of corporation tax in the UK of
(2021 - |
|
|
|
Effects of: |
Expenses not deductible for tax purposes |
|
|
Income not taxable for tax purposes | ( |
) |
|
Capital allowances in excess of depreciation | ( |
) | ( |
) |
Research and development | (217,936 | ) | (176,334 | ) |
Other timing differences | 7,336 | 378,756 |
(Over)/under provision in previous years | - | 5,429 |
Overseas taxes | 450,059 | 267,864 |
Group relief | (10,638 | ) | - |
Patent box claim | (92,652 | ) | (120,258 | ) |
Total tax charge | 1,023,907 | 1,047,821 |
|
Tax effects relating to effects of other comprehensive income |
|
31.7.22 |
Gross | Tax | Net |
£ | £ | £ |
Retranslation of foreign operations |
|
- | 216,559 |
|
The company expects the UK tax charge to continue to be lower than the standard rate in the UK due to substantial ongoing research and development activities and claims under the patent box regime. |
DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
|
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST JULY 2022 |
|
11. | DIVIDENDS |
|
During the year dividends of £15,638,953 (2021: £Nil) were paid to shareholders. |
|
12. | TANGIBLE FIXED ASSETS |
Assets |
Freehold | under | Plant and | Motor |
Totals | property | construction | machinery | vehicles |
£ | £ | £ | £ | £ |
COST |
At 1st August 2021 |
|
|
|
|
|
Additions |
|
|
|
|
|
Exchange differences |
|
|
|
|
|
At 31st July 2022 |
|
|
|
|
|
DEPRECIATION |
At 1st August 2021 |
|
|
|
|
|
Charge for year |
|
|
|
|
|
Exchange differences |
|
|
|
|
|
At 31st July 2022 |
|
|
|
|
|
NET BOOK VALUE |
At 31st July 2022 |
|
|
|
|
|
At 31st July 2021 |
|
|
|
|
|
|
Included in cost of land and buildings is freehold land of £ 1,655,806 (2021 - £ 1,655,806 ) which is not depreciated. |
|
13. | FIXED ASSET INVESTMENTS |
Unlisted |
investments |
£ |
COST OR VALUATION |
At 1st August 2021 |
and 31st July 2022 |
|
NET BOOK VALUE |
At 31st July 2022 |
|
At 31st July 2021 |
|
|
Cost or valuation at 31st July 2022 is represented by: |
|
Unlisted |
investments |
£ |
Cost | 33,582 |
DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
|
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST JULY 2022 |
|
13. | FIXED ASSET INVESTMENTS - continued |
|
The company's investments at the Balance Sheet date in the share capital of companies include the following: |
|
|
Registered office: Japan |
Nature of business:
|
% |
Class of shares: | holding |
|
|
31.7.22 | 31.7.21 |
£ | £ |
Aggregate capital and reserves |
|
|
Profit for the year |
|
|
|
14. | STOCKS |
31.7.22 | 31.7.21 |
£ | £ |
Growing plants |
|
|
Plants and goods for resale | 1,518,040 | 1,291,023 |
|
|
|
15. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.7.22 | 31.7.21 |
£ | £ |
Trade debtors |
|
|
Amounts owed by group undertakings |
|
|
Directors' current accounts | 4,063 | 2,123 |
Taxation |
|
|
Prepayments and accrued income |
|
|
|
|
|
Amounts owed by group undertakings are unsecured, non-interest bearing and are repayable on demand. |
|
16. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.7.22 | 31.7.21 |
£ | £ |
Hire purchase contracts (see note 17) |
|
|
Trade creditors |
|
|
Other creditors | - | 34,007 |
Amounts owed to group undertakings |
|
|
Tax |
|
|
Social security and other taxes |
|
|
Customer deposits | 786,875 | 2,237,804 |
Accrued expenses |
|
|
|
|
DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
|
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST JULY 2022 |
|
17. | LEASING AGREEMENTS |
|
Minimum lease payments under hire purchase fall due as follows: |
|
31.7.22 | 31.7.21 |
£ | £ |
Net obligations repayable: |
Within one year |
|
|
|
18. | SECURED DEBTS |
|
An unlimited multilateral guarantee dated October 2019 has been given by the company and its fellow subsidiary undertakings, David Austin Rose Nursery Limited and DA English Roses Limited, and its parent undertaking David Austin Roses (Holdings) Limited, in favour of the company's bankers. |
|
A cross guarantee exists between certain group companies whereby certain compensating bank balances are offset against each other. As at the company's balance sheet date, there are no overdrawn bank balances (2021: None) subject to this offset. |
|
19. | PROVISIONS FOR LIABILITIES |
31.7.22 | 31.7.21 |
£ | £ |
Deferred tax |
Accelerated capital allowances |
|
|
|
Deferred |
tax |
£ |
Balance at 1st August 2021 |
|
Charge to Income Statement during year |
|
Balance at 31st July 2022 |
|
|
20. | CALLED UP SHARE CAPITAL |
|
|
|
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 31.7.22 | 31.7.21 |
value: | £ | £ |
|
Preference | £1 | 2,280 | 2,280 |
|
Ordinary 'B' | £1 | 3,040 | 3,040 |
5,320 | 5,320 |
|
The Preference and Ordinary B shares ranked pari passu in all respects other than having the potential for differing dividend entitlements. |
DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
|
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST JULY 2022 |
|
21. | RESERVES |
|
Retained earnings |
The reserve contains the aggregate historic profits of the company less distributions to shareholders. |
|
Share premium |
The reserve reflects the excess subscription price paid above the nominal value of certain shares on issue of the shares. |
|
Capital redemption reserve |
The reserve relates to shares previously issued repurchased by the company. |
|
Foreign exchange reserve |
The reserve contains the historic differences arising from the retranslation of the company's US division from its functional currency (US Dollars) to the presentational currency of the company (British Pounds). |
|
22. | ULTIMATE PARENT COMPANY |
|
David Austin Roses (Holdings) Limited is regarded by the directors as being the company's ultimate parent company. |
|
23. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
|
The following advances and credits to a director subsisted during the years ended 31st July 2022 and 31st July 2021: |
|
31.7.22 | 31.7.21 |
£ | £ |
|
Balance outstanding at start of year |
|
|
Amounts advanced |
|
|
Amounts repaid | ( |
) | ( |
) |
Amounts written off | - | - |
Amounts waived | - | - |
Balance outstanding at end of year |
|
|
|
No interest is charged on the loan. The maximum overdrawn balance on the loan was £4,063. |
|
24. | RELATED PARTY DISCLOSURES |
|
Key management personnel of the entity (in the aggregate) |
|
31.07.22 | 31.07.21 |
£ | £ |
Remuneration | 567,195 | 431,875 |
|
All directors and certain senior employees who have authority and responsibility for planning, directing and controlling the activities of the company are considered to be key management personnel. |
|
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions or balances with its parent undertaking or fellow subsidiary undertakings within the group. |
|
25. | POST BALANCE SHEET EVENTS |
|
No events have occurred subsequent to the year end which if existed at the balance sheet date would create a material impact on these financial statements. |
DAVID AUSTIN ROSES LIMITED (REGISTERED NUMBER: 02701780) |
|
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST JULY 2022 |
|
26. | ULTIMATE CONTROLLING PARTY |
|
The ultimate controlling party is Mr D J C Austin by virtue of his ownership of the parent undertaking and his ultimate responsibility for all group operating decisions. |
|
27. | PENSION COMMITMENTS |
|
The company operates and contributes to defined contribution pension schemes in respect of employees and directors. The assets of the schemes are held separately from those of the company in independently administered funds. The pension cost charge represents contributions payable by the company to the funds and amounted to £360,747 (2021: £375,482). Amounts owing to the funds at 31st July 2022 were £32,479 (2021: £26,790). |
|
28. | CONTINGENT ASSETS AND LIABILITIES |
|
The company has entered into bank cross guarantees with its now fellow subsidiary undertakings David Austin Rose Nursery Limited and D A English Roses Limited. and its parent undertaking David Austin Roses (Holdings) Limited. There were obligations under these guarantees at 31st July 2022 of £Nil (2021: £Nil). |
|
The company has entered into a shared farming arrangement with a third party who grows roses for resale. Under the agreement the company is contractually obliged to purchase all roses meeting the contracted quality grading. At the year end the company estimates additional liabilities arising of £498k in respect of growing crops that it has contracted to buy. |