Company registration number 06774886 (England and Wales)
BLACK AND BLUE (C) LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022
PAGES FOR FILING WITH REGISTRAR
BLACK AND BLUE (C) LIMITED
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 9
BLACK AND BLUE (C) LIMITED
BALANCE SHEET
AS AT
31 OCTOBER 2022
31 October 2022
- 1 -
2022
2021
Notes
£
£
£
£
Fixed assets
Intangible assets
4
182,548
210,632
Tangible assets
5
611,531
649,381
794,079
860,013
Current assets
Stocks
23,503
24,405
Debtors
6
2,019,508
1,361,870
Cash at bank and in hand
364,693
202,790
2,407,704
1,589,065
Creditors: amounts falling due within one year
7
(1,482,721)
(1,002,915)
Net current assets
924,983
586,150
Total assets less current liabilities
1,719,062
1,446,163
Provisions for liabilities
(19,976)
(3,931)
Net assets
1,699,086
1,442,232
Capital and reserves
Called up share capital
100
100
Profit and loss reserves
1,698,986
1,442,132
Total equity
1,699,086
1,442,232
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
For the financial year ended 31 October 2022 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The member has not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
BLACK AND BLUE (C) LIMITED
BALANCE SHEET (CONTINUED)
AS AT
31 OCTOBER 2022
31 October 2022
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 21 August 2023 and are signed on its behalf by:
Ms J Gay
Director
Company Registration No. 06774886
BLACK AND BLUE (C) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022
- 3 -
1
Accounting policies
Company information
Black and Blue (C) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 29 Avenue Road, Bexleyheath, DA7 4EP.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
The financial statements have been prepared on a going concern basis. Due to the financial position of the company, the validity of this position is conditional on the continued support of the shareholders of Black and Blue (A) Limited and its subsidiaries. They have confirmed they will support the company for a period of not less than one year from the date of signature of the financial statements.true
On this basis, the directors consider it appropriate to prepare the financial statements on the going concern basis. The financial statements do not include any adjustments that would result from a withdrawal of their support.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for the sale of food and drink provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
1.4
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 20 years.
1.5
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold land and buildings
Over the term of the lease
Plant and equipment
25% reducing balance
Fixtures and fittings
25% reducing balance
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
BLACK AND BLUE (C) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2022
1
Accounting policies
(Continued)
- 4 -
1.6
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.7
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and makes allowance for obsolete and slow-moving stocks.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.8
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.9
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
BLACK AND BLUE (C) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2022
1
Accounting policies
(Continued)
- 5 -
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies, are initially recognised at transaction price. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.10
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.11
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.12
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense,
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.13
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.14
Leases
BLACK AND BLUE (C) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2022
1
Accounting policies
(Continued)
- 6 -
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease.
1.15
Government grants
Government grants comprise of Covid-19 related grants linked to the forced closure of the business and claims under the Corona Virus Job Retention Scheme.
The grants received for periods of closure or from industry support funds are recognised at the point of receipt.
Any claims under the Corona Virus Job Retention Scheme have been recognised at the point of eligibility to make a claim, the grant income is therefore reflected in the same period as the corresponding wage cost.
1.16
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
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 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.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
Total
26
26
BLACK AND BLUE (C) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2022
- 7 -
4
Intangible fixed assets
Goodwill
£
Cost
At 1 November 2021
736,000
Disposals
(69,000)
At 31 October 2022
667,000
Amortisation and impairment
At 1 November 2021
525,368
Amortisation charged for the year
28,084
Disposals
(69,000)
At 31 October 2022
484,452
Carrying amount
At 31 October 2022
182,548
At 31 October 2021
210,632
5
Tangible fixed assets
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 November 2021
2,018,386
532,733
2,551,119
Additions
115,650
115,650
At 31 October 2022
2,018,386
648,383
2,666,769
Depreciation and impairment
At 1 November 2021
1,486,294
415,444
1,901,738
Depreciation charged in the year
106,418
47,082
153,500
At 31 October 2022
1,592,712
462,526
2,055,238
Carrying amount
At 31 October 2022
425,674
185,857
611,531
At 31 October 2021
532,092
117,289
649,381
BLACK AND BLUE (C) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2022
- 8 -
6
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
70,902
55,936
Corporation tax recoverable
5,020
64,837
Amounts owed by group undertakings
1,510,523
884,109
Other debtors
433,063
356,988
2,019,508
1,361,870
7
Creditors: amounts falling due within one year
2022
2021
£
£
Trade creditors
185,201
158,930
Taxation and social security
329,349
375,457
Other creditors
968,171
468,528
1,482,721
1,002,915
8
Financial commitments, guarantees and contingent liabilities
The company has given the group's bankers a cross guarantee and debenture dated 10 February 2021 over a facility provided to Black and Blue (A) Limited, which exists across the following entities:
Black and Blue (A) Limited
Black and Blue (C) Limited
Black and Blue (D) Limited
Black and Blue (E) Limited
Black and Blue Waterloo Limited
The Archduke Restaurant LLP
Any liability arising from the cross guarantee and the debenture is secured by way of a fixed and floating charge over the assets of each of the above companies over all of their assets, including a first charge over the leasehold interests.
The amount due under this facility at the balance sheet date was £2,069,397 (£2,350,000).
9
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2022
2021
£
£
565,270
527,083
10
Related party transactions
BLACK AND BLUE (C) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2022
10
Related party transactions
(Continued)
- 9 -
At the balance sheet date, the company was owed £28,188 from Black and Blue Waterloo Limited (2021 the company owed £100,477 to Black and Blue Waterloo Limited), a company under common control. This loan is interest free and repayable on demand.
At the balance sheet date, the company was owed £63,750 from Tootsies Restaurant Limited (2021 £54,487), a company under common control. This loan is interest free and repayable on demand.
At the balance sheet date, the company was owed £254,077 (2021 £219,554) by The Archduke Restaurant LLP, a limited partnership controlled by a fellow subsidiary. This loan is interest free and repayable on demand.
At the balance sheet date, the company was owed £784,444 (2021 £664,555) by Black and Blue (A) Limited, its parent company. This loan is interest free and repayable on demand.
At the balance sheet date, the company was owed £472,002 (2021 £Nil) by Black and Blue (E) Limited, a fellow subsidiary. This loan is interest free and repayable on demand.