REGISTERED NUMBER: 13042261 (England and Wales) |
Group Strategic Report, |
Report of the Directors and |
Consolidated Financial Statements |
for the Year Ended 31 March 2023 |
for |
Green Retreats Holdings Ltd |
REGISTERED NUMBER: 13042261 (England and Wales) |
Group Strategic Report, |
Report of the Directors and |
Consolidated Financial Statements |
for the Year Ended 31 March 2023 |
for |
Green Retreats Holdings Ltd |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Contents of the Consolidated Financial Statements |
for the year ended 31 March 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 4 |
Report of the Independent Auditors | 6 |
Consolidated Statement of Income and Retained Earnings |
8 |
Consolidated Balance Sheet | 9 |
Company Balance Sheet | 10 |
Consolidated Cash Flow Statement | 11 |
Notes to the Consolidated Cash Flow Statement | 12 |
Notes to the Consolidated Financial Statements | 14 |
Green Retreats Holdings Ltd |
Company Information |
for the year ended 31 March 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants and Statutory Auditors |
Strelley Hall |
Main Street |
Strelley |
Nottingham |
NG8 6PE |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Group Strategic Report |
for the year ended 31 March 2023 |
The directors present their strategic report of the company and the group for the year ended 31 March 2023. |
REVIEW OF BUSINESS |
The continued effects from the end of the Coronavirus Pandemic moved us from supply chain issues to a rapid increase in inflation levels. Domestically, the pandemic, along with Brexit, was still creating a shortage of labour as the labour market available shrank. Global factors, including the war in Ukraine, saw us experience significant increases in core costs of materials resulting in significant global inflation of material and energy costs. The high levels of inflation began to be felt by our customers which saw demand for high ticket items begin to fall. Despite these challenging conditions Green Retreats have managed to see similar levels of turnover year on year. Green Retreats market position and brand allowed us to continue to take advantage of reducing consumer demand as our competitors struggle. Revenue was below forecast but remained static year on year. Margins were further eroded though which resulted in a decrease in our net profit percentage. |
These three measures, turnover/orders and its growth, Lead time, operating profit, and operating profit percentage, continue to be the main key performance indicators of the business. New indicators have now been added to reflect the changing market including material usage and stock held and cash held. |
Despite this, customer satisfaction levels have remained high as is evidenced by the group's 'Excellent' rating on the independent review platform, Trustpilot. |
Financially, the acid test ratio decreased from 0.89 (2022). to 0.70 (2023). Cash balances remain relatively healthy, with total equity showing an decrease of £0.66 million. The Consolidated Balance Sheet on page 9 shows that the net assets of the group have decreased from £8,760,447 to £8,096,655 which the directors acknowledge needs addressing. However, they still believe that Green Retreats is in a great position to take advantage as we move forward. 2023 has seen the company concentrate on re-organisation and new products to ensure that we adapt and move forward in a stronger position. |
PRINCIPAL RISKS AND UNCERTAINTIES |
We continue to see stronger demand than pre covid levels for our products, however the "cost of living" crises has seen the increase in demand reduce. We strongly believe that there remains a substantial amount of pent up demand that will see us grow in future months as inflation begins to recede. |
The greatest challenge will be effectively managing our cost base as we adapt to the change in demand. Supply chain issue and labour shortages as a result of decrease supply across the market still remain at the top of the risks identified. Global uncertainty and conflicts create uncertainty for consumer confidence going forward and high energy and material costs will continue to pressure our margins. However, Green Retreats position as we enter the new financial year, our relationship with our key suppliers and the work management have carried out to mitigate these risks put us in a strong position to manage these risks. |
The risk of potential economic instability and additional increases in interest rates could further impact consumer confidence and may lead to higher cancellation rates and reduced demand. |
There still remains a strong desire for our products driven by homeowners wishing to extend their living, office, and leisure space quickly and economically. |
The overall market is more competitive, with a high number of young entrants to the market offering similar products to Green Retreats and offering discounts and incentives to maintain business. Entry into the market is relatively easy with low start-up costs, resulting in short-term disruption and confusion to potential customers as they come and go. However, we believe that our size, strong brand and financial strength will continue to differentiate us from our competition. |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Group Strategic Report |
for the year ended 31 March 2023 |
FUTURE DEVELOPMENTS |
Maintaining our market position and managing the impact of high inflation is paramount. We continue to work with Kevin McCloud as brand ambassador which will greatly increase customer confidence and loyalty. All elements of the websites are being improved, and social media exposure, online advertising and video content will all be enhanced. |
Green Retreats is in a very strong position to react and navigate the cost of living crises and once through this period will look to increase its market share with greater economies of scale, larger cash reserves and capacity to expand without increasing overhead proportionately. |
Using our position has seen us expand our product offering to include a lower cost and a self install products as we continue to build on our brand. We believe this positions us to capture more of the available market as we target cost conscious customers as well as quality conscience customers. |
Green Retreats forecast for 2023/2024 is for revenue and profit to reduce before stabilising later in the financial year. |
ON BEHALF OF THE BOARD: |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Report of the Directors |
for the year ended 31 March 2023 |
The directors present their report with the financial statements of the company and the group for the year ended 31 March 2023. |
PRINCIPAL ACTIVITY |
The principal activity of the group in the year under review was that of the manufacture and installation of garden offices and studio. |
DIVIDENDS |
The total distribution of dividends for the year ended 31 March 2023 will be £ 2,237,875 . |
Dividends proposed after the balance sheet date but before these financial statements were authorised for issue totalled £400,315. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 April 2022 to the date of this report. |
ENGAGEMENT WITH EMPLOYEES |
We have an experienced, diverse and dedicated workforce which we recognise as a key asset of our business. Therefore, it is important that we continue to create the right environment to encourage and create opportunities for individuals and teams to realise their potential. To this end we ensure a personal relationship with our employees ensuring agile working patterns and opportunity to share ideas and make a difference through diversity and inclusion. |
DISCLOSURE IN THE STRATEGIC REPORT |
The group has chosen in accordance with Companies Act 2006, Section 414C(11) to set out in the group's strategic report information to be contained in the Report of the Directors. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company' sand the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
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 group'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 group's auditors are aware of that information. |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Report of the Directors |
for the year ended 31 March 2023 |
AUDITORS |
Just Audit Limited were appointed as auditors to the group and, in accordance with Section 485 of the Companies Act 2006, a resolution proposing that they be reappointed will be put at a General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Green Retreats Holdings Ltd |
Opinion |
We have audited the financial statements of Green Retreats Holdings Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2023 which comprise the Consolidated Statement of Income and Retained Earnings, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company's affairs as at 31 March 2023 and of the group's 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. |
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 group 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. |
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. |
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 the 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 directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
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. |
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. |
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 Group 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 Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors. |
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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company 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. |
Report of the Independent Auditors to the Members of |
Green Retreats Holdings Ltd |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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. |
In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. |
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. |
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
We gained an understanding of the legal and regulatory framework applicable to the parent company and the group and the industry in which it operates and considered the risk of acts by the parent company and the group that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that the 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 focussed on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management. There are inherent limitations in the audit procedures described above and, the further removed non compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. We did not identify any key audit matters relating to irregularities, including fraud. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud. |
A further description of our responsibilities 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. |
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. |
for and on behalf of |
Chartered Accountants and Statutory Auditors |
Strelley Hall |
Main Street |
Strelley |
Nottingham |
NG8 6PE |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Consolidated Statement of Income and Retained Earnings |
for the year ended 31 March 2023 |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
Notes | £ | £ |
TURNOVER | 4 | 35,806,262 | 35,162,841 |
Cost of sales | 22,563,530 | 20,542,132 |
GROSS PROFIT | 13,242,732 | 14,620,709 |
Administrative expenses | 11,090,872 | 9,240,578 |
2,151,860 | 5,380,131 |
Other operating income | - | 23,757 |
OPERATING PROFIT | 6 | 2,151,860 | 5,403,888 |
Interest receivable and similar income | 2,529 | 461 |
2,154,389 | 5,404,349 |
Interest payable and similar expenses | 7 | 68,072 | 42,615 |
PROFIT BEFORE TAXATION | 2,086,317 | 5,361,734 |
Tax on profit | 8 | 512,234 | 1,195,223 |
PROFIT FOR THE FINANCIAL YEAR |
Retained earnings at beginning of year | 1,770,692 | - |
Dividends | 10 | (2,237,875 | ) | (2,395,819 | ) |
RETAINED EARNINGS FOR THE GROUP AT END OF YEAR |
1,106,900 |
1,770,692 |
Profit attributable to: |
Owners of the parent | 1,574,083 | 4,166,511 |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Consolidated Balance Sheet |
31 March 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 11 | 6,647,250 | 7,478,156 |
Tangible assets | 12 | 3,329,710 | 2,437,310 |
Investments | 13 | - | - |
9,976,960 | 9,915,466 |
CURRENT ASSETS |
Stocks | 14 | 2,016,609 | 1,950,872 |
Debtors | 15 | 3,452,117 | 3,427,510 |
Cash at bank | 1,654,755 | 3,806,290 |
7,123,481 | 9,184,672 |
CREDITORS |
Amounts falling due within one year | 16 | 7,274,969 | 8,110,857 |
NET CURRENT (LIABILITIES)/ASSETS | (151,488 | ) | 1,073,815 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
9,825,472 |
10,989,281 |
CREDITORS |
Amounts falling due after more than one year | 17 | (1,477,444 | ) | (2,107,686 | ) |
PROVISIONS FOR LIABILITIES | 21 | (251,373 | ) | (121,148 | ) |
NET ASSETS | 8,096,655 | 8,760,447 |
CAPITAL AND RESERVES |
Called up share capital | 22 | 981 | 981 |
Other reserves | 23 | 6,988,774 | 6,988,774 |
Retained earnings | 23 | 1,106,900 | 1,770,692 |
SHAREHOLDERS' FUNDS | 8,096,655 | 8,760,447 |
The financial statements were approved by the Board of Directors and authorised for issue on 19 December 2023 and were signed on its behalf by: |
R C Wetherall - Director |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Company Balance Sheet |
31 March 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 11 |
Tangible assets | 12 |
Investments | 13 |
CURRENT ASSETS |
Debtors | 15 |
CREDITORS |
Amounts falling due within one year | 16 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 22 |
Retained earnings | 23 |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 3,956,625 | 6,540,889 |
The financial statements were approved by the Board of Directors and authorised for issue on |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Consolidated Cash Flow Statement |
for the year ended 31 March 2023 |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 4,538,681 | 7,456,349 |
Interest paid | (45,885 | ) | (20,135 | ) |
Interest element of hire purchase payments paid |
(22,187 |
) |
(22,480 |
) |
Tax paid | (744,746 | ) | (967,646 | ) |
Net cash from operating activities | 3,725,863 | 6,446,088 |
Cash flows from investing activities |
Purchase of tangible fixed assets | (1,467,745 | ) | (706,077 | ) |
Sale of tangible fixed assets | 233,985 | 197,684 |
Cash acquired with subsidiary | - | 5,723,684 |
Purchase of subsidiary | - | (2,082,537 | ) |
Repayment of loan from related company | - | 550,000 |
Loan made to related company | (300,600 | ) | - |
Interest received | 2,529 | 461 |
Net cash from investing activities | (1,531,831 | ) | 3,683,215 |
Cash flows from financing activities |
Loan notes repaid | (1,718,750 | ) | (2,062,500 | ) |
Bank loan repayments in year | (400,000 | ) | (333,333 | ) |
Hire purchase capital repayments in year | (592,137 | ) | (558,304 | ) |
Amount withdrawn by directors | (550,112 | ) | (973,057 | ) |
Equity dividends paid | (1,084,568 | ) | (2,395,819 | ) |
Net cash from financing activities | (4,345,567 | ) | (6,323,013 | ) |
(Decrease)/increase in cash and cash equivalents | (2,151,535 | ) | 3,806,290 |
Cash and cash equivalents at beginning of year |
2 |
3,806,290 |
- |
Cash and cash equivalents at end of year | 2 | 1,654,755 | 3,806,290 |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Cash Flow Statement |
for the year ended 31 March 2023 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
£ | £ |
Profit before taxation | 2,086,317 | 5,361,734 |
Depreciation charges | 1,982,253 | 1,790,047 |
Profit on disposal of fixed assets | (189,970 | ) | (181,866 | ) |
Finance costs | 68,072 | 42,615 |
Finance income | (2,529 | ) | (461 | ) |
3,944,143 | 7,012,069 |
Increase in stocks | (65,737 | ) | (508,624 | ) |
(Increase)/decrease in trade and other debtors | (327,202 | ) | 843,769 |
Increase in trade and other creditors | 987,477 | 109,135 |
Cash generated from operations | 4,538,681 | 7,456,349 |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Year ended 31 March 2023 |
31/3/23 | 1/4/22 |
£ | £ |
Cash and cash equivalents | 1,654,755 | 3,806,290 |
Period ended 31 March 2022 |
31/3/22 | 25/11/20 |
£ | £ |
Cash and cash equivalents | 3,806,290 | - |
3. | ANALYSIS OF CHANGES IN NET DEBT |
Other |
non-cash |
At 1/4/22 | Cash flow | changes | At 31/3/23 |
£ | £ | £ | £ |
Net cash |
Cash at bank | 3,806,290 | (2,151,535 | ) | 1,654,755 |
3,806,290 | (2,151,535 | ) | 1,654,755 |
Debt |
Finance leases | (1,215,346 | ) | 592,137 | (620,017 | ) | (1,243,226 | ) |
Debts falling due |
within 1 year | (2,395,833 | ) | 1,718,750 | - | (677,083 | ) |
Debts falling due |
after 1 year | (1,333,333 | ) | 400,000 | - | (933,333 | ) |
(4,944,512 | ) | 2,710,887 | (620,017 | ) | (2,853,642 | ) |
Total | (1,138,222 | ) | 559,352 | (620,017 | ) | (1,198,887 | ) |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Cash Flow Statement |
for the year ended 31 March 2023 |
4. | MAJOR NON-CASH TRANSACTIONS |
Non cash changes relate to new finance leases entered into with a capital value at inception of the lease for £620,017. |
Of the total dividends declared in the year of £2,237,875, amounts totalling £1,153,307 were credited to the Directors' loan account and not paid. |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Financial Statements |
for the year ended 31 March 2023 |
1. | STATUTORY INFORMATION |
Green Retreats Holdings Ltd is a private limited company, limited by shares, registered in England and Wales. The registered office is Hangar 4 Westcott Venture Park, Westcott, Aylesbury, Buckinghamshire, HP18 0XB. The registered number is 13042261. |
2. | ACCOUNTING POLICIES |
Basis of preparation |
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention except in respect of the consolidated accounts where certain assets are adjusted to fair value. |
The presentation currency is the Pound Sterling. |
Parent company disclosure exemptions |
In preparing the separate financial statements of the parent company, advantage has been taken of the following disclosure exemptions available in FRS 102: |
- | Only one reconciliation of the number of shares outstanding at the beginning and end of the period has been presented as the reconciliations for the group and the parent company would be identical; |
- | No cashflow statement has been presented for the company. |
Going Concern |
At the time of approving the financial statements, the directors have a reasonable expectation that the group and the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis in preparing the financial statements. |
Basis of consolidation |
The consolidated financial statements present the results of the company and its subsidiaries ("the group") as if they formed a single entity. Profits or losses on intra-group transactions are eliminated in full. On acquisition of a subsidiary, all of the subsidiary's assets and liabilities which exist at the date of acquisition are recorded at their fair values reflecting their condition at the time. |
Goodwill arising on consolidation, representing the excess of the fair values of the identifiable net assets acquired over the fair value of consideration given, is capitalised and amortised in the periods that the non-monetary assets acquired are realised. |
Uniform group accounting policies are used for determining the amounts to be included in the consolidated financial statements. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and from the rendering of services. Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have transferred to the buyer. Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs. |
Tangible fixed assets |
Tangible fixed assets are measured at cost less accumulative depreciation and any accumulative impairment losses. Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated residual value, of each asset evenly over its expected useful life, as follows: |
Leasehold buildings | 12.5% straight line |
Plant and machinery | 25% straight line |
Motor vehicles | 20% straight line |
Fixtures and fittings | 25% straight line |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost, and subsequently stated at cost less any accumulated impairment losses. |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2023 |
2. | ACCOUNTING POLICIES - continued |
Stocks |
Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first in first out method. The carrying amount of stock sold is recognised as an expense in the period in which the related revenue is recognised. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Income and Retained Earnings, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
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. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
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. |
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. |
Leased assets |
A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership. All other leases are classified as operating leases. The rights of use and obligations under finance leases are initially recognised as assets and liabilities at amounts equal to the fair value of the leased assets or, if lower, the present value of the minimum lease payments. Minimum lease payments are apportioned between the finance charge and the reduction in the outstanding liability using the effective interest rate method. The finance charge is allocated to each period during the lease so as to produce a constant periodic rate of interest on the remaining balance of the liability. Leased assets are depreciated in accordance with the group's policy for tangible fixed assets. If there is no reasonable certainty that ownership will be obtained at the end of the lease term, the asset is depreciated over the lower of the lease term and its useful life. Operating lease payments are recognised as an expense on a straight line basis over the lease term. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
Creditors |
Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method. |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2023 |
3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
In the application of the group's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. |
Supply chain issues eased during the year but labour shortages continued to impact our ability to increase our capacity. However, we moved into a high inflation period which has had an effect on the demand for our products. However, we have tightened our margins, reduced our working capital requirements and cost base to cover any further future shocks. As such, the directors believe that we have reduced the impact so have prepared the accounts on the going concern basis. |
The potential continued impacts of Brexit and the Coronavirus, such as supply chain, have been considered and in the opinion of the directors these risks have been managed and kept to a minimum. |
No other individual judgement is considered to have a significant impact upon the financial statements, apart from those involving estimations, which are detailed below: |
Goodwill |
On consolidation, the directors estimated the fair value of the acquired assets and liabilities. The excess of the fair value of consideration above the fair value of the acquired assets and liabilities is recognised as goodwill on consolidation. This is regularly reviewed for impairment based on the trading position. Goodwill is being amortised evenly over 10 years as it is not possible to estimate its useful economic life. |
Depreciation |
Depreciation of property, plant and equipment - Residual values of fixed assets were calculated in a time of supply chain issues which could have inflated market values. We are now moving past these issues which may devalue future residual values in future years. |
4. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by class of business is given below: |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
£ | £ |
Sales of goods and services | 35,806,262 | 35,162,841 |
35,806,262 | 35,162,841 |
An analysis of turnover by geographical market is given below: |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
£ | £ |
United Kingdom | 35,806,262 | 35,162,841 |
35,806,262 | 35,162,841 |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2023 |
5. | EMPLOYEES AND DIRECTORS |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
£ | £ |
Wages and salaries | 9,342,821 | 8,471,064 |
Social security costs | 1,001,237 | 833,183 |
Other pension costs | 141,540 | 103,893 |
10,485,598 | 9,408,140 |
The average number of employees during the year was as follows: |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
Administration | 43 | 41 |
Development | 2 | 6 |
Distribution | 10 | 10 |
Manufacturing | 177 | 158 |
Marketing | 8 | 7 |
Sales | 46 | 46 |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
£ | £ |
Directors' remuneration | 719,254 | 922,717 |
Information regarding the highest paid director is as follows: |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
£ | £ |
Emoluments etc | 186,643 | 241,480 |
6. | OPERATING PROFIT |
The operating profit is stated after charging/(crediting): |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
£ | £ |
Hire of plant and machinery | 74,205 | 38,321 |
Other operating leases | 820,140 | 580,505 |
Depreciation - owned assets | 711,504 | 454,604 |
Depreciation - assets on hire purchase contracts | 439,843 | 504,536 |
Profit on disposal of fixed assets | (94,985 | ) | (90,933 | ) |
Goodwill amortisation | 830,906 | 830,906 |
Audit services | 21,000 | 25,000 |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2023 |
7. | INTEREST PAYABLE AND SIMILAR EXPENSES |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
£ | £ |
Bank loan interest | 45,885 | 20,135 |
Hire purchase | 22,187 | 22,480 |
68,072 | 42,615 |
8. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
£ | £ |
Current tax: |
UK corporation tax | 382,009 | 1,073,174 |
Under/(over) provision in prior year | - | 2,695 |
Total current tax | 382,009 | 1,075,869 |
Deferred tax | 130,225 | 119,354 |
Tax on profit | 512,234 | 1,195,223 |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
Period |
25/11/20 |
Year Ended | to |
31/3/23 | 31/3/22 |
£ | £ |
Profit before tax | 2,086,317 | 5,361,734 |
Profit multiplied by the standard rate of corporation tax in the UK of 19 % (2022 - 19 %) |
396,400 |
1,018,729 |
Effects of: |
Expenses not deductible for tax purposes | 164,332 | 163,208 |
Adjustments to tax charge in respect of previous periods | - | 16,326 |
Tax reduction in respect of super deduction | (79,752 | ) | (32,117 | ) |
Increase in rate of deferred tax provision | 31,254 | 29,077 |
Total tax charge | 512,234 | 1,195,223 |
From 1st April 2023, the corporation tax main rate for non-ring fenced profits increased to 25% applying to profits over £250,000. |
9. | INDIVIDUAL INCOME STATEMENT |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2023 |
10. | DIVIDENDS |
2023 | 2022 |
£ | £ |
Interim | 2,237,875 | 2,395,819 |
11. | INTANGIBLE FIXED ASSETS |
Group |
Goodwill |
£ |
COST OR VALUATION |
At 1 April 2022 |
and 31 March 2023 | 8,309,062 |
AMORTISATION |
At 1 April 2022 | 830,906 |
Amortisation for year | 830,906 |
At 31 March 2023 | 1,661,812 |
NET BOOK VALUE |
At 31 March 2023 | 6,647,250 |
At 31 March 2022 | 7,478,156 |
12. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
Leasehold | Plant and | and | Motor |
buildings | machinery | fittings | vehicles | Totals |
£ | £ | £ | £ | £ |
COST |
At 1 April 2022 | 753,103 | 731,907 | 312,520 | 3,322,334 | 5,119,864 |
Additions | 45,762 | 987,983 | 395,191 | 658,826 | 2,087,762 |
Disposals | - | - | (1,483 | ) | (367,161 | ) | (368,644 | ) |
At 31 March 2023 | 798,865 | 1,719,890 | 706,228 | 3,613,999 | 6,838,982 |
DEPRECIATION |
At 1 April 2022 | 415,216 | 508,195 | 163,134 | 1,596,009 | 2,682,554 |
Charge for year | 99,358 | 324,676 | 153,870 | 573,443 | 1,151,347 |
Eliminated on disposal | - | - | (1,483 | ) | (323,146 | ) | (324,629 | ) |
At 31 March 2023 | 514,574 | 832,871 | 315,521 | 1,846,306 | 3,509,272 |
NET BOOK VALUE |
At 31 March 2023 | 284,291 | 887,019 | 390,707 | 1,767,693 | 3,329,710 |
At 31 March 2022 | 337,887 | 223,712 | 149,386 | 1,726,325 | 2,437,310 |
Tangible fixed assets include £1,462,709 (2022: £1,289,162) of assets held under finance leases and hire purchase contracts. |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2023 |
13. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£ |
COST |
At 1 April 2022 |
and 31 March 2023 |
NET BOOK VALUE |
At 31 March 2023 |
At 31 March 2022 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiary |
Registered office: Hangar 4 Westcott Venture Park, Westcott, Aylesbury, Buckinghamshire, HP18 0XB |
Nature of business: |
% |
Class of shares: | holding |
The company is included in the consolidation. |
14. | STOCKS |
Group |
2023 | 2022 |
£ | £ |
Raw materials and consumables | 2,016,609 | 1,950,872 |
15. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Trade debtors | 2,361,741 | 2,109,632 |
Other debtors | 751,525 | 1,067,687 |
Prepayments and accrued income | 338,851 | 250,191 |
3,452,117 | 3,427,510 |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2023 |
16. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Bank loans and overdrafts (see note 18) | 333,333 | 333,333 |
Other loans (see note 18) | 343,750 | 2,062,500 |
Hire purchase contracts (see note 19) | 699,115 | 440,993 |
Trade creditors | 1,416,585 | 1,778,355 |
Tax | 88,998 | 451,735 |
Social security and other taxes | 1,374,464 | 530,833 |
Other creditors | 31,741 | 25,391 |
Customer deposits | 2,472,765 | 2,221,159 | - | - |
Accruals | 514,218 | 266,558 |
7,274,969 | 8,110,857 |
17. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group |
2023 | 2022 |
£ | £ |
Bank loans (see note 18) | 933,333 | 1,333,333 |
Hire purchase contracts (see note 19) | 544,111 | 774,353 |
1,477,444 | 2,107,686 |
18. | LOANS |
An analysis of the maturity of loans is given below: |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Amounts falling due within one year or on | demand: |
Bank loans | 333,333 | 333,333 |
Other loans | 343,750 | 2,062,500 |
677,083 | 2,395,833 |
Amounts falling due between two and five | years: |
Bank loans | 933,333 | 1,333,333 |
19. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Hire purchase contracts |
2023 | 2022 |
£ | £ |
Net obligations repayable: |
Within one year | 699,115 | 440,993 |
Between one and five years | 544,111 | 774,353 |
1,243,226 | 1,215,346 |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2023 |
19. | LEASING AGREEMENTS - continued |
Group |
Non-cancellable operating | leases |
2023 | 2022 |
£ | £ |
Within one year | 1,068,004 | 546,349 |
Between one and five years | 2,358,333 | 666,225 |
In more than five years | 2,429,167 | - |
5,855,504 | 1,212,574 |
20. | SECURED DEBTS |
The following secured debts are included within creditors: |
Group |
2023 | 2022 |
£ | £ |
Bank loans | 1,266,666 | 1,666,666 |
Hire purchase contracts | 1,243,226 | 1,215,346 |
2,509,892 | 2,882,012 |
The bank loan is repayable in instalments and is secured by a fixed and floating charge over the assets of the business. The loan is repayable in instalments over 66 months with a variable interest charge of the Bank of England Base rate + 1.19%. |
The hire purchase liabilities are secured on the related assets. |
21. | PROVISIONS FOR LIABILITIES |
Group |
2023 | 2022 |
£ | £ |
Deferred tax | 251,373 | 121,148 |
Group |
Deferred |
tax |
£ |
Balance at 1 April 2022 | 121,148 |
Charge to Income Statement during year | 130,225 |
Acquired with subsidiary |
Balance at 31 March 2023 | 251,373 |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2023 |
22. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary A | 1p | 366 | 366 |
Ordinary B | 1p | 8 | 8 |
Ordinary C | 1p | 20 | 20 |
Growth D | 1p | 312 | 312 |
Growth E | 1p | 5 | 5 |
23,045 | Growth F | 1p | 230 | 230 |
4,000 | Ordinary M | 1p | 40 | 40 |
981 | 981 |
All shares in issue are non-redeemable ordinary shares with full voting rights. |
Dividends may be declared independently on each class at the discretion of the directors. |
23. | RESERVES |
Group |
Retained | Other |
earnings | reserves | Totals |
£ | £ | £ |
At 1 April 2022 | 1,770,692 | 6,988,774 | 8,759,466 |
Profit for the year | 1,574,083 | 1,574,083 |
Dividends | (2,237,875 | ) | (2,237,875 | ) |
At 31 March 2023 | 1,106,900 | 6,988,774 | 8,095,674 |
Company |
Retained |
earnings |
£ |
At 1 April 2022 |
Profit for the year |
Dividends | ( |
) |
At 31 March 2023 |
On 31 March 2021, the Company issued 98,141 shares, with an aggregate nominal value of £981, in consideration for the acquisition of Green Retreats Limited, as part of a share for share exchange. This met the conditions for merger relief, so no share premium is recognised. The excess of fair value of these shares over the nominal value is recognised in Other reserves. |
24. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
The following advances and credits to directors subsisted during the period ended 31 March 2023: |
2023 | 2022 |
£ | £ |
Balance outstanding at the start of the period/on acquisition | 1,003,510 | 30,453 |
Amounts advanced | 1,400,112 | 1,205,777 |
Amounts repaid | 2,003,307 | 232,720 |
Balance outstanding at the end of the period | 400,315 | 1,003,510 |
The loans are included in Other debtors and are interest free and repayable on demand. |
Dividends totalling £2,237,875 (2022: £2,395,819) were paid by the company to directors holding office during the period. |
Green Retreats Holdings Ltd (Registered number: 13042261) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 March 2023 |
25. | RELATED PARTY DISCLOSURES |
Entities under common control |
2023 | 2022 |
£ | £ |
Sales | 496,280 | - |
Purchases | 6,822,322 | 5,308,919 |
Loan due from related party | 350,600 | 50,000 |
Amount due to related party | 582,340 | 569,411 |
Amount due from related party | 110,620 | - |
26. | ULTIMATE CONTROLLING PARTY |
The directors consider there to be no ultimate controlling party. |