Registration number:
for the
Year Ended
S'Porter International Limited
Contents
Company Information |
|
Directors' Report |
|
Accountants' Report |
|
Profit and Loss Account |
|
Balance Sheet |
|
Statement of Changes in Equity |
|
Notes to the Financial Statements |
S'Porter International Limited
Company Information
Directors |
G W Davies E C Trayner |
Registered office |
|
Solicitors |
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Bankers |
|
Accountants |
|
S'Porter International Limited
Directors' Report for the Year Ended 31 March 2021
The directors present their report and the financial statements for the year ended 31 March 2021.
Principal activity
The principal activity of the company is the design, development and wholesale of clothing, accessories and souvenirs as well as retail, mail order and operational consultancy services.
Directors of the company
The directors who held office during the year were as follows:
Going concern
In accordance with the Financial Reporting Council's 'Going Concern and Liquidity Risk: Guidance for Directors of UK Companies 2009' the directors of all companies are required to provide disclosure regarding the adoption of the going concern basis of accounting.
The Directors have prepared forecasts for the next 12 months that indicate that there are sufficient facilities available to the company. The directors therefore have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and have continued to adopt the going concern basis in preparing financial statements.
Small companies provision statement
This report has been prepared in accordance with the small companies regime under the Companies Act 2006.
Approved by the
Director
Chartered Accountants' Report to the Board of Directors on the Preparation of the Unaudited Statutory Accounts of S'Porter International Limited for the Year Ended 31 March 2021
In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the accounts of S'Porter International Limited for the year ended 31 March 2021 as set out on pages 4 to 18 from the company's accounting records and from information and explanations you have given us.
As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed at
http://www.icaew.com/en/members/regulations-standards-and-guidance/.
This report is made solely to the Board of Directors of S'Porter International Limited, as a body, in accordance with the terms of our engagement letter. Our work has been undertaken solely to prepare for your approval the accounts of S'Porter International Limited and state those matters that we have agreed to state to the Board of Directors of S'Porter International Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16 AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than S'Porter International Limited and its Board of Directors as a body for our work or for this report.
It is your duty to ensure that S'Porter International Limited has kept adequate accounting records and to prepare statutory accounts that give a true and fair view of the assets, liabilities, financial position and profit of S'Porter International Limited. You consider that S'Porter International Limited is exempt from the statutory audit requirement for the year.
We have not been instructed to carry out an audit or a review of the accounts of S'Porter International Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory accounts.
Staverton
Cheltenham
GL51 0UX
S'Porter International Limited
Profit and Loss Account for the Year Ended 31 March 2021
Note |
2021 |
2020 |
|
Turnover |
|
|
|
Cost of sales |
( |
( |
|
Gross profit |
|
|
|
Administrative expenses |
( |
( |
|
Exceptional items |
- |
319,111 |
|
Other operating income |
|
|
|
Operating (loss)/profit |
( |
|
|
(Loss)/gain on revaluation of investments |
(6,659) |
- |
|
Income from other fixed asset investments |
|
( |
|
Other interest receivable and similar income |
|
- |
|
Profit before tax |
|
|
|
Taxation |
( |
( |
|
Profit for the financial year |
|
|
The above results were derived from continuing operations.
The company has no other comprehensive income for the year.
S'Porter International Limited
(Registration number: 07073526)
Balance Sheet as at 31 March 2021
Note |
2021 |
2020 |
|
Fixed assets |
|||
Intangible assets |
|
- |
|
Tangible assets |
|
|
|
Investments |
|
|
|
|
|
||
Current assets |
|||
Stocks |
|
|
|
Debtors |
|
|
|
Current asset investments |
1,154,371 |
964,661 |
|
Cash at bank and in hand |
|
|
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current assets |
|
|
|
Total assets less current liabilities |
|
|
|
Provisions for liabilities |
( |
( |
|
Net assets |
|
|
|
Capital and reserves |
|||
Called up share capital |
|
|
|
Profit and loss account |
|
|
|
Total equity |
|
|
For the financial year ending 31 March 2021 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
Directors' responsibilities:
• |
|
• |
The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts. |
These accounts have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
Approved and authorised by the
Director
S'Porter International Limited
Statement of Changes in Equity for the Year Ended 31 March 2021
Share capital |
Profit and loss account |
Total |
|
At 1 April 2020 |
|
|
|
Profit for the year |
- |
|
|
At 31 March 2021 |
|
|
|
Share capital |
Profit and loss account |
Total |
|
At 1 April 2019 |
|
|
|
Profit for the year |
- |
|
|
At 31 March 2020 |
|
|
|
S'Porter International Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
General information |
The company is a private company limited by share capital, incorporated in England and Wales.
The address of its registered office is:
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.
Basis of preparation
These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.
The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.
Parent group
The company's immediate parent is S'Porter 2009 Limited, the financial statements my be obtained from the company's registered office.
Going concern
After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.
Critical accounting judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
S'Porter International Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Judgements
No significant judgements have been made by management in preparing these financial statements. |
Key sources of estimation uncertainty
No key sources of estimation uncertainty have been identified by management in preparing these financial statements other than those detailed in these accounting policies.
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the company.
The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.
Foreign currency transactions and balances
Tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.
Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements.
Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.
Tangible assets
Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
Asset class |
Depreciation method and rate |
Short leasehold |
over the period of the lease |
Fixtures and Fittings |
20% - 33.33% straight line |
Office Equipment |
20% - 33.33% straight line |
S'Porter International Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Intangible assets
Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the company’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date.
Negative goodwill arising on an acquisition is recognised on the face of the balance sheet on the acquisition date and subsequently the excess up to the fair value of non-monetary assets acquired is recognised in profit or loss in the periods in which the non-monetary assets are recovered.
Separately acquired trademarks and licences are shown at historical cost.
Trademarks, licences (including software) and customer-related intangible assets acquired in a business combination are recognised at fair value at the acquisition date.
Trademarks, licences and customer-related intangible assets have a finite useful life and are carried at cost less accumulated amortisation and any accumulated impairment losses.
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
Asset class |
Amortisation method and rate |
Trademarks |
5 years straight line |
Software |
5 years straight line |
Investments
Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Trade debtors
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.
The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.
S'Porter International Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
Government grants
Government grants have been recognised as income in the period in which the grant becomes receivable. During the year the Company has benefited from the Government's Coronavirus Job Retention Scheme (CJRS).
Financial Instruments
Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.
Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.
Financial assets and liabilities are only offset in the balance sheet when, and only when, there exists a legally enforceable right to set off the recognised amounts and the company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
S'Porter International Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.
Non-financial assets:
An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.
Financial assets:
For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
Revenue |
The analysis of the company's revenue for the year from continuing operations is as follows:
2021 |
2020 |
|
Rendering of services |
|
|
The analysis of the company's turnover for the year by market is as follows:
2021 |
2020 |
|
UK |
|
|
Rest of world |
|
|
|
|
S'Porter International Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
2021 |
2020 |
|
Wages and salaries |
|
|
Social security costs |
|
|
Other pension costs |
|
|
|
|
The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:
2021 |
2020 |
|
Administration |
|
|
Management |
|
|
|
|
Operating profit |
Arrived at after charging:
2021 |
2020 |
|
Depreciation expense |
|
|
Amortisation expense |
|
- |
Foreign exchange losses/(gains) |
|
( |
Operating lease expense - property |
|
|
Loss on disposal of property, plant and equipment |
|
- |
Accountant's remuneration |
11,520 |
16,995 |
Exceptional items |
2021 |
2020 |
|
Exceptional items |
- |
(319,111) |
Exceptional items have arisen as a result of the release of accruals and prepayments that are no longer required and the write off old creditor balances that are no longer due.
Government grants |
S'Porter International Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Taxation |
Tax charged/(credited) in the profit and loss account
2021 |
2020 |
|
Current taxation |
||
UK corporation tax |
|
|
Deferred taxation |
||
Arising from origination and reversal of timing differences |
( |
( |
Tax expense in the income statement |
|
|
The tax on profit before tax for the year is the same as the standard rate of corporation tax in the UK (2020 - higher than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
2021 |
2020 |
|
Profit before tax |
|
|
Corporation tax at standard rate |
|
|
Effect of revenues exempt from taxation |
- |
( |
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
Tax decrease from effect of capital allowances and depreciation |
( |
- |
Other tax effects for reconciliation between accounting profit and tax expense (income) |
( |
( |
Total tax charge |
|
|
Deferred tax
Deferred tax assets and liabilities
2021 |
Liability |
Fixed asset timing differences |
|
2020 |
Liability |
Fixed asset timing differences |
|
S'Porter International Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Intangible assets |
Trademarks, patents and licenses |
Internally generated software development costs |
Total |
|
Cost |
|||
Additions acquired separately |
|
|
|
Amortisation |
|||
Amortisation charge |
|
|
|
Carrying amount |
|||
At 31 March 2021 |
|
|
|
Tangible assets |
Short Leasehold |
Fixtures and fittings |
Total |
|
Cost |
|||
At 1 April 2020 |
|
|
|
Additions |
- |
|
|
Disposals |
- |
( |
( |
At 31 March 2021 |
|
|
|
Depreciation |
|||
At 1 April 2020 |
|
|
|
Charge for the year |
- |
|
|
Eliminated on disposal |
- |
( |
( |
At 31 March 2021 |
|
|
|
Carrying amount |
|||
At 31 March 2021 |
- |
|
|
At 31 March 2020 |
- |
|
|
Included within the net book value of land and buildings above is £Nil (2020 - £Nil) in respect of freehold land and buildings.
S'Porter International Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Investments in subsidiaries, joint ventures and associates |
2021 |
2020 |
|
Shares in group undertakings |
|
|
Shares in group undertakings |
£ |
Cost |
|
At 1 April 2020 and at 31 March 2020 |
|
Carrying amount |
|
At 31 March 2021 |
|
At 31 March 2020 |
|
Details of undertakings
Details of the investments in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
Undertaking |
Country of incorporation |
Holding |
Proportion of voting rights and shares held |
|
2021 |
2020 |
Subsidiary undertakings |
||||
|
Hong Kong |
Ordinary shares |
|
|
The principal activity of S'Porter International Hong Kong Limited is |
The loss for the financial period of S'Porter International Hong Kong Limited was £ 186,931 and the aggregate amount of capital and reserves at the end of the period was £3,074. |
Stocks |
2021 |
2020 |
|
Stocks |
|
|
Debtors |
2021 |
2020 |
|
Trade debtors |
|
|
Amounts owed by group undertakings |
|
|
Other debtors |
|
|
VAT |
|
|
Prepayments and accrued income |
|
|
|
|
S'Porter International Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Current asset investments |
2021 |
2020 |
|
Other |
|
|
Listed investments
The current asset investments represent balances on certain portfolios of listed shares, managed funds, gilts and other bonds and investments held on behalf of the company by Julius Baer International Ltd.
Creditors |
Note |
2021 |
2020 |
|
Due within one year |
|||
Trade creditors |
|
|
|
Corporation tax liability |
33,864 |
121,271 |
|
Social security and other taxes |
|
|
|
Other creditors |
|
|
|
Loan from shareholder |
- |
|
|
Accruals and deferred income |
185,051 |
148,794 |
|
|
|
Deferred tax and other provisions |
Deferred tax |
Total |
|
At 1 April 2020 |
|
|
Increase (decrease) in existing provisions |
( |
( |
At 31 March 2021 |
|
|
Pension and other schemes |
Defined contribution pension scheme
The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £
Share capital |
Allotted, called up and fully paid shares
2021 |
2020 |
|||
No. |
£ |
No. |
£ |
|
|
|
3,000,000 |
|
3,000,000 |
S'Porter International Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Other financial commitments |
The total of future minimum lease payments is as follows:
2021 |
2020 |
|
Not later than one year |
|
|
Later than one year and not later than five years |
|
|
|
|
Related party transactions |
Summary of transactions with key management
Loans to related parties
2021 |
Subsidiary |
At start of period |
|
Repaid |
( |
At end of period |
|
2020 |
Subsidiary |
At start of period |
|
Repaid |
( |
At end of period |
|
Terms of loans to related parties
Loans from related parties
2021 |
Parent |
At start of period |
|
Repaid |
( |
At end of period |
- |
2020 |
Parent |
At start of period |
|
Terms of loans from related parties
S'Porter International Limited
Notes to the Financial Statements for the Year Ended 31 March 2021
Summary of transactions with entities with joint control or significant interest
FG4 General Trading FZE, FG4 UK Limited, Red Creative Limited, GWD Enterprises Limited, GIV Airways LLP, GIVe Properties (operated as a sole trader by a director, Mr G W Davies).
By far the most significant of these transactions are those with FG4 General Trading FZE, a company registered in the UAE and over which the company's directors excise significant influence. Sales to FG4 General Trading FZE during the year amounted to £4,051,085 (2020: £9,139,825), there were no purchases in the year (2020: £Nil) and the balance payable by FG4 General Trading FZE to the group at the year end was £1,927,317 (£2020: £3,059,596).
During the year there were sales of £243,917 (2020: £210,713) to FG4 UK Limited. The balance payable by FG4 UK Limited to the company at the year end was £16,670 (2020: £18,099).
During the year there were sales of £22,439 (2020: £20,736) to Red Creative Limited. The balance payable by Red Creative to the company at the year end was £2,073 (2020: £3,910).
In 2020 a loan of £1,256,000 was made to GWD Enterprises Limited. The balance payable by GWD Enterprises Limited at the year end was £1,256,000 (2020: £1,256,000).
As a result of a share restructure in the Parent Company during the year, S'Porter International Limited owe S'Porter Management Limited £99,477 (2020: £Nil) at the year end.
Parent and ultimate parent undertaking |
The company's immediate parent is
The ultimate controlling party is