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Shapero Rare Books Limited

 

Annual Report and Financial Statements

 

31 March 2023

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

Contents

Page

 

 

Company information

1

Strategic report

2

Directors' report

7

Statement of directors' responsibilities

9

Independent auditor's report to the members of Shapero Rare Books Limited

10

Statement of comprehensive income

13

Statement of financial position

14

Statement of changes in equity

15

Statement of cash flows

16

Notes to the financial statements

17

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

Company information:

 

Directors

 

David Harland

Chairman

Philip Tansey

Chief financial officer

Bernard Shapero

Chief executive

Philip Blackwell

Non-executive director

Thomas James Jennings CBE

Non-executive director

Graham Noble

Non-executive director

 

 

Company Secretary

Philip Tansey

 

 

Registered Office of the Company

106 New Bond Street

 

London W1S 1DN

 

 

Parent company Website

shapero.com

 

 

Registered in England & Wales number

06720898

 

 

Auditors to the Company

Wenn Townsend

 

30 Giles Street

 

Oxford

 

OX1 3LE

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

STRATEGIC REPORT

This report provides an overview of our strategy and business model; gives a review of the performance of the business and of our financial position at the year-end; and, sets out the principal risks to which the Company is exposed. In addition, it comments on the future prospects of the business.

 

Principal activities and review of the business

The Company is involved primarily in the trading and retailing of rare and collectible books and works on paper. It also trades Modern & Contemporary Prints as Shapero Modern.

 

Strategy

The Company is seeking to grow its businesses, either organically or through acquisition, a portfolio of rare books and art focused businesses to enable further growth of its revenue and profit.

 

The business model

The Company is a leading international dealer in rare and collectible books and works on paper with special expertise in Natural History, Illustrated, Travel and Exploration and Literature. The business also trades as Shapero Modern in modern and contemporary prints and limited editions by established artists.

 

Key objectives and key performance indicators (KPIs)

The Company's strategy is to:

 

 

·

attract individuals or teams of specialists to develop the Company's existing businesses;

 

 

 

 

·

optimize working capital in existing businesses to provide funds for new business development; and

 

 

 

 

·

continue to develop by trading alongside other dealers in high value rare items and by participating in the acquisition for onward sale of large consignments.

 

The current principal KPIs are:

 

 

·

Sales, gross profit and gross margin, profit before tax;

 

 

 

 

·

the breadth and distribution of the stock of rare books held by the Company;

 

 

 

 

·

stock turnover

 

Years ending March 31

2023

2022

 

 

 

Revenue (£ millions)

9.06

8.13

Gross Profit (£ millions)

3.45

3.07

Gross Margin %

38%

38%

Stock Turnover (months)

21

22

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

STRATEGIC REPORT continued

Review of the year from continuing operations

 

Overall performance

 

The Company made a profit from trading in the year ended 31 March 2023. The year's sales were £9,061k, above the prior year's sales of £8,129k, while gross profit was higher at £3,447k (2021: £3,071k).

 

Direct costs including the attendance at fairs, exhibitions, and catalogues increased to £815k in the current year (2022: £340k). This reflected the increased attendance at fairs which, for the first time since Covid-19, enjoyed a full calendar. Administrative expenses were £2,036k compared with £l,793k in the year to 31 March 2022.

 

Management charges from Scholium Group plc of £741k (2022: £nil) were levied to better reflect the commercial reality of the group structure.

 

The resulting loss after discontinued business for the year was £175k. (2022: profit of £588k).

 

Mayfair Philatelies

 

The Board took the decision in the prior financial year to close the business. The results of that business have been presented and treated as discontinued operations within these report and accounts and the impact of this treatment is fully explained in note 12 to these accounts. The full provision against future costs of closure taken in the prior year was sufficient to offset any incurred actual costs and consequently, with the exception of some immaterial items, there is no discontinued business impact in the results for this financial year.

 

Financial Position

At 31 March 2023 stock levels were £9.81 million (2022: £9.34 million) and gross assets were £12.78 million (2022: £13.47 million).

 

Dividend

The Board does not propose to declare a dividend (2021: £nil) for the current year.

 

Principal risks and uncertainties

 

Supply of antiquarian books and other items

By definition, rare and antiquarian books and other works on paper are rare. The availability of fresh stock of such items is often driven by major life events, such as inheritance, unrecovered debt, divorce or downsizing due to economic malaise. The business of the Company is reliant upon individual works and collections of works coming onto the market and upon the Company being able to access those business opportunities. There is no guarantee that fresh stock will come onto the market in sufficient quantities to meet the Company's plans for continued growth. When works become available for sale or purchase, such sales are often dealt with privately and discretely and, accordingly, there is no guarantee that the Company's employees will be able to access such business opportunities or to negotiate successfully the purchase of fresh stock coming onto the market.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

STRATEGIC REPORT continued

Reliance on key international trade fairs

A significant proportion of the Company's sales are made at international trade fairs. If these fairs were to be discontinued it could have a material effect on the ability of the Company to sell goods. There are a limited number of stands at international trade fairs and as a result places are highly sought after. Whilst the Company has been exhibiting at these fairs for many years, there can be no certainty that it will continue to secure a place in the future.

 

Principal risks and uncertainties continued

 

Competition

The market in the books and art in which the Company trades is competitive. The Company faces various competitive pressures including from the major auctioneers, Sotheby's, Christie's and Bonhams, as well as smaller auctioneers and a large number of dealers and smaller operators.

 

The Company is likely to face continued and/or increased competition in the future both from established competitors and/or from new entrants to the market. The Company's competitors include businesses with greater financial and other resources than its own. Such competitors may be in a better position than the Company to compete for future business opportunities. If the Company is unable to compete effectively in any of the markets in which it operates, it could lead to a material adverse effect on the Company's business, financial condition, and operating result.

 

Co-owned rare goods

In the case of high value items or collections, the Company will often acquire items jointly with another bookseller and if not expressly provided for there is a risk that the Company will not be able to sell the entire asset without the agreement of all joint-owners. In this and other respects the Company relies on the honesty and integrity of other dealers. Whilst the Company takes care to deal only with established counterparties and experienced dealers who are well known to senior management and/or the Directors, there can be no guarantee that co-owners will comply with the agreed terms (including, for example not charging the items) or that such co-owners will not enter into administration or other insolvency procedures, and in the event there is a loss of the co-owned goods it is not certain that the Company could claim under its insurance policy in relation thereto.

 

Stock valuation and liquidity

The Company trades in rare items, which may be highly illiquid. The value of goods acquired is difficult to assess and it may not be possible for management to sell the assets at or above the price for which they were acquired. The value of assets may not represent the actual resale value achievable.

 

Theft, loss or damage

Rare and collectible items are highly mobile goods. Furthermore such goods are frequently transported internationally for trade shows or other marketing opportunities. Whilst precautions are taken to ensure safe passage, the Company's assets may be lost, damaged or stolen. While the Company carries specialist insurance, there is no guarantee that the Company's insurance cover will be adequate in all circumstances. Assets of the Company will be placed with third parties for sale on commission. While the Company intends to take appropriate precautions when placing assets with

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

STRATEGIC REPORT continued

Principal risks and uncertainties continued

 

third parties, there is a risk that these assets outside of the Company's direct control may be stolen or replaced by unscrupulous third parties with fakes or forgeries.

 

Authenticity and export authority

The Directors of the Company will ensure that due diligence is undertaken on the authenticity of the assets acquired for sale. Nonetheless fakes and forgeries do exist in the market and the Company may acquire these believing them to be authentic. Further, the attribution of works to a particular writer or artist is not an exact science, and there can be no guarantee that assets of the Company will not have been mistakenly attributed in this way. Lack of authenticity is not covered by the Company's insurance. Whilst the Company takes appropriate care when acquiring works which may be of material importance in the state of origin, there can be no guarantee that works acquired by the Company are not subject to restrictions on export or sale.

 

Insurance

The Company carries a specialist insurance policy under the Antiquarian Booksellers Association Insurance Scheme which covers each of the businesses. The Directors believe that the Company carries appropriate insurance for a business of its size and nature but there can be no guarantee that the extent or value of the cover will be sufficient, in particular in relation to stock in transit or on consignment. The Directors review the Company's insurance arrangements on an annual basis and endeavour to insure its stock adequately, but there is no certainty that future claims will not fall within the exclusions under the policy or that the insurer will pay out any claim if made. Further, there can be no guarantee that the necessary insurance will be available to the Company in the future at an acceptable cost or at all.

 

Premises

Like many of the established dealers in the market, the Company has a publicly accessible gallery in Mayfair, London from where Shapero Rare Books operates. Although there is a risk that the increasing demand for online retail will render 'high street' premises uneconomic, the Directors believe that a central London location is an important factor in the success of the business as a whole.

 

Terms of sale

To date, the contractual arrangements which the Company has entered into with clients, customers and other dealers have not always included (amongst other things) terms dealing specifically with: (i) transfer of ownership and risk,

 

(ii)

contract formation,

(iii)

price and payment,

(iv)

limitations and exclusions of liability, and

(v)

governing law and jurisdiction.

 

In light of the foregoing, there can be no guarantee that the Company's arrangements with its customers will not be terminated on short notice or that the Company will not at some future time face challenges or disputes in relation to the contractual or other arrangements with its clients.

If the Company became involved in a contractual dispute and/or a third party was successful in any contractual dispute with the Company, any resultant loss of revenues or exposure to litigation costs or other claims could have a material adverse effect on the Company's reputation, business, financial condition and/or operations or financial results. The Company frequently reviews its standard terms of sale to seek to ensure that, going forward, the arrangements with clients, customers, dealers and others will include terms dealing with each of the aforementioned areas.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

STRATEGIC REPORT continued

Principal risks and uncertainties continued

 

Employees

The Company is reliant on a small group of key employees, in particular the chief executive officer, for their knowledge and the reliance customers place on their integrity and service. In the event that a key employee was to leave, the business may suffer a short term decrease in performance whilst it adjusts.

 

Currency risk

The Company conducts certain of its transactions in currencies other than in Pounds Sterling, the Company's functional currency. As a result, movements in foreign exchange rates may impact the Company's performance. The Company does not contract any hedging arrangements in respect of currency positions.

 

Pandemics and government imposed trading restrictions

 

The Company's trading capabilities are susceptible to the prevalence of pandemics such as Covid 19 which had resulted in the closure of the Company's retail premises for several months and the cancellation of fairs and exhibitions, together with restrictions on the mobility of its staff, customers and suppliers. The Company has other avenues to market available to it, including the internet, telephone and post, but it may be difficult for the Company to trade profitably while such a pandemic is present.

 

Future prospects

 

The Company traded profitably for the year ended, before group management charges, and this has continued into the new financial year.

 

The core business of the Company is as one of the leading rare book dealers, with a solid international customer base. Further attention will be required in order to improve its return on capital employed, particularly stock turnover. The board has implemented several initiatives to progress this. The board continues to review the opportunity for making further initiatives to improve the Company's profitability and thereby creating improved shareholder value.

 

On behalf of the Board:

 

 

 

Philip Tansey

Chief Financial Officer

27 July 2023

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

DIRECTORS' REPORT

The Directors present their annual report and the audited financial statements for the period ended 31 March 2023.

 

Results and dividend

The results of the Company are included in the Strategic Report. Further details are shown in the statement of comprehensive income and the related notes.

 

The Directors have not declared a dividend for the year to 31 March 2023.

 

Mayfair Philatelies

 

The Board determined in the prior year that the market for stamps was not one that could generate the success and profits as witnessed in books and art and therefore the decision was taken to close the business. The results of the business have been presented and treated as discontinued operations within these report and accounts and the impact of this is fully explained in note 12 to these accounts.

 

Capital structure

 

The Company is a wholly owned subsidiary of Scholium Group plc and is dependent upon this company for its future financing requirements.

 

Directors

The Directors of the Company are:

 

Name

Function

David Harland

Chairman

Bernard Shapero

Chief executive officer

Philip Tansey

Chief financial officer

Philip Blackwell

Non-Executive Director

Thomas James Jennings CBE

Non-Executive Director

Graham Noble

Non-Executive Director

 

Directors interest in the Company

No director has an interest in the share capital of the Company. The directors' interests for those directors all of whom are also directors of Scholium Group plc are disclosed in the financial statements of that company.

 

Political and charitable donations

The Company made £5k of charitable donations during the year (2022: £nil).

 

Post-balance sheet events

The Company's trading continues to build following the cessation of restrictions imposed internationally in response to Covid-19 that so impacted prior years and has traded profitably in the first months of the current year to 31 March 2024. Management remains focussed on generating as many sales as the draining impact of Mayfair has now been eliminated. The outcome for the first half year to 30 September 2023 appears positive though management remains cautious given the current global economic challenges.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

DIRECTORS' REPORT continued

 

The Company took the opportunity to merge the previous separate leases into one for both the shop and offices in New Bond Street with a new expiry date of August 2023 which, in July following the end of the financial year, has been extended to a new expiry date of August 2024.

 

There have been no other material events directly affecting the Company since the balance sheet date.

 

Auditor

In the case of each person who was a Director at the time this report was approved:

 

 

·

so far as that Director was aware, there was no relevant available information of which the Company's auditor is unaware: and

 

·

that Director has taken all steps that the Director ought to have taken as a Director to make themselves aware of any relevant audit information and to establish that the Company's auditor was aware of that information.

 

A resolution to reappoint Wenn Townsend as auditor to the Company will be proposed at the forthcoming Annual General Meeting.

 

On behalf of the Board

 

 

 

Philip Tansey

Director

27 July 2023

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

STATEMENT OF DIRECTORS' RESPONSIBILITIES

 

The Directors are responsible for preparing the Directors' report 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 Company financial statements in accordance with International Accounting Standards in conformity with the requirements of the Companies Act 2006. Under company law, the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements the Directors are required to:

 

 

·

select suitable accounting policies and then apply them consistently;

 

·

make judgements and estimates that are reasonable and prudent;

 

·

state whether applicable International Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

 

·

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

 

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

The Directors are responsible for preparing the annual report in accordance with applicable law and regulations. The Directors consider the annual report and the financial statements, taken as a whole, provide the information necessary to assess the company's performance, business model and strategy and are fair, balanced and understandable.

 

To the best of our knowledge:

 

the group financial statements, prepared in accordance with International Accounting Standards in conformity with the requirements of the Companies Act 2006, give a true and fair view of the assets, liabilities, financial position and profit or loss of the company; and

 

the Strategic Report and Directors' Report include a fair review of the development and performance of the business and the position of the company, together with a description of the principal risks and uncertainties that they face.

 

On behalf of the Board

 

 

 

Philip Tansey

Director

27 July 2023

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

Independent Auditor's Report to the Members of Shapero Rare Books Limited

 

Opinion

We have audited the financial statements of Shapero Rare Books Limited (the 'company') for the year ended 31 March 2023 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity, the statement of cash flows and the 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 International accounting standards in conformity with the requirements of the Companies Act 2006.

 

In our opinion the financial statements:

 

·

give a true and fair view of the state of the company's affairs as at 31 March 2023, and of its profit for the year then ended;

 

 

·

have been properly prepared in accordance with International accounting standards in conformity with the requirements of the Companies Act 2006; and

 

 

·

have been prepared in accordance with the requirements of the Companies Act 2006.

 

Separate opinion in relation to IFRSs as issued by the IASB

As explained in note 2 to the financial statements, the company in addition to complying with its legal obligation to apply International accounting standards in conformity with the requirements of the Companies Act 2006, has also applied IFRSs as issued by the International Accounting Standards Board (IASB).

 

In our opinion the financial statements give a true and fair view of the financial position of the company as at 31 March 2023 and of its financial performance and its cash flows for the year then ended in accordance with IFRSs as issued by the IASB.

 

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

 

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

Other information

 

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

 

 

·

the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

 

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report and the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

 

·

adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

 

 

·

the financial statements are not in agreement with the accounting records and returns; or

 

 

·

certain disclosures of directors' remuneration specified by law are not made; or

 

 

·

we have not received all the information and explanations we require for our audit.

 

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 is 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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

Auditor's 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 an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but does not 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 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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud is detailed below:

 

·

Enquiry of management, those charged with governance and the entity's solicitors around actual and potential litigation and claims;

 

 

·

Reviewing minutes of meetings of those charged with governance;

 

 

·

Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

 

 

·

Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias

 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

 

A fuller description of our responsibilities is provided on the FRC's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

 

Use of our report

This report is made solely to the 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 an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

 

 

 

Lee Baker FCA (Senior Statutory Auditor)

For and on behalf of Wenn Townsend, Statutory Auditor, 30 St Giles', Oxford, OX1 3LE

27 July 2023

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

Statement of comprehensive income

 

 

 

Year

Year

 

 

Ended 31

Ended 31

 

 

March

March

 

 

2023

2022

Continuing operations

Note

£'000

£'000

 

 

 

 

Revenue

5

9,061

8,129

Cost of sales

 

(5,614)

(5,058)

Gross profit

 

3,447

3,071

 

 

 

 

Distribution expenses

 

(815)

(340)

 

 

 

 

Administrative expenses

 

(2,036)

(1,793)

 

 

 

 

Operating profit /(loss)

 

596

938

Group holding company management charges

 

(741)

-

Financial expense

 

(30)

(33)

 

 

 

 

(Loss) / Profit before taxation

6

(175)

905

Income tax (charge)

11

-

-

 

 

 

 

(Loss) / Profit after taxation from continuing operations

 

(175)

905

 

 

 

 

Loss from discontinued operations

12

-

(317)

 

 

 

 

(Loss) / Profit for the year

 

(175)

588

 

There were no other recognised gains and losses in the year.

 

The notes on pages 17 to 35 form part of these financial statements.

 

Shapero Rare Books Limited

Annual report and financial statements 31 March 2023

 

Statement of financial position

 

 

Registered company number: 06720898

 

 

31 March

31 March

 

 

2023

2022

 

Note

£000

£000

Assets

 

 

 

Non-current assets

 

 

 

Property, plant and equipment

13

877

970

Intangible assets

14

-

4

Deferred taxation

19

-

-

 

 

877

974

Current assets

 

 

 

Inventories

15

9,811

9,339

Trade and other receivables

16

1,984

2,298

Cash and cash equivalents

 

111

861

 

 

11,906

12,497

 

 

 

 

Total assets

 

12,783

13,471

 

 

 

 

Current liabilities

 

 

 

Trade and other payables

17

9,312

9,749

Right-of-use asset lease liabilities

21

228

193

Total current liabilities

 

9,540

9,942

 

 

 

 

Non-current liabilities

 

 

 

Right-of-use asset lease liabilities

21

676

787

Total non-current liabilities

 

676

787

 

 

 

 

Total liabilities

 

10,216

10,729

 

 

 

 

Net assets

 

2,567

2,742

 

 

 

 

Equity and liabilities

 

 

 

Equity attributable to owners of the Company

 

 

 

Ordinary shares

20

197

197

Share Premium

 

2,180

2,180

Retained earnings

 

190

365

Total equity

 

2,567

2,742

 

The financial statements were approved by the Board of Directors and authorised for issue on 27 July 2023.

 

 

 

Philip Tansey

Director

The notes on pages 17 to 35 form part of these financial statements.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

Statement of changes in equity

 

 

Note

Share

capital

Share premium

Retained earnings

Total

Equity

 

 

£000

£000

£000

£000

 

 

 

 

 

 

At 1 April 2020

 

197

2,180

(33)

2,344

 

 

 

 

 

 

Loss and Total comprehensive

 

 

 

 

 

income for the year

 

-

-

(191)

(191)

At 31 March 2021

 

197

2,180

(224)

2,153

 

 

 

 

 

 

Profit and total comprehensive

 

 

 

 

 

income for the year

 

-

-

588

588

At 31 March 2022

 

197

2,180

365

2,742

(Loss) for the year from continued

 

 

 

 

 

and discontinued operations

 

-

-

(175)

(175)

 

 

 

 

 

 

At 31 March 2023

 

197

2,180

190

2,567

 

Statement of changes in equity continued

 

The following describes the nature and purpose of each reserve within owners' equity:

 

Share capital

Amount subscribed for shares at nominal value

Share premium

Amount subscribed for share capital in excess of nominal value less attributable share-issue expenses

Retained earnings

Cumulative profit of the Company attributable to equity shareholders.

 

The notes on pages 17 to 35 form part of these financial statements.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

Statement of cash flows

 

 

31 March

31 March

 

2023

2022

 

£000

£000

Cash flows from operating activities

 

 

(Loss) / Profit before interest

(145)

621

Depreciation of property, plant and equipment

36

34

Depreciation of right to use asset

317

198

Amortisation of intangible assets

4

4

 

212

857

 

 

 

(Increase) in inventories

(472)

(314)

(Increase) / decrease in trade and other receivables

314

(637)

Increase in trade and other payables

(437)

1,092

Net cash generated from operating activities

(595)

141

 

 

 

Cash flows from investing activities

 

 

Purchase of right to use assets

(239)

-

Purchase of property, plant and equipment

(21)

(26)

Net cash used in investing activities

(260)

(26)

 

 

 

Cash flows from financing activities

 

 

Interest paid

(30)

(33)

Lease repayments for right-of-use assets

(77)

(139)

Net cash used in investing activities

(107)

(172)

 

 

 

Net (decrease) / increase in cash and cash equivalents

(750)

800

 

 

 

Cash and cash equivalents at the beginning of the year

861

61

 

 

 

Cash and cash equivalents at the end of the year

111

861

 

The notes on pages 17 to 35 form part of these financial statements.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

1

General information

 

Shapero Rare Books Limited is engaged in the trading and retailing of rare and antiquarian books and works on paper primarily in the United Kingdom. The Company is a limited company domiciled and incorporated in England and Wales (registered number 06720898). The address of its registered office is 106 New Bond, London W1S 1DN.

 

 

2

Basis of preparation and accounting policies

 

The financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRSs") including standards and interpretations issued by the International Accounting Standards Board and in accordance with International Accounting Standards in conformity with the requirements of the Companies Act 2006.

 

 

 

The financial statements have been prepared on an historical cost basis.

 

 

 

The preparation of financial statements in conformity with IFRSs requires the use of certain accounting estimates. It also requires management to exercise its judgement in the process of applying the Company's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 3 below.

 

 

 

The functional and presentational currency of the Company is pounds sterling. The financial information is shown to the nearest £1,000.

 

 

 

The principal accounting policies applied by the Company in the preparation of these financial statements for the years ended 31 March 2023 and 31 March 2022 are set out below. These policies have been consistently applied to all periods presented.

 

 

 

Going concern

 

 

 

The Directors have reviewed the activities of the Company since 1 April 2022 with a view to determining if there are any material uncertainties which may impact whether the Company can be considered to be a going concern. The Company's primary activities can be classified as retail, and therefore the Directors have considered the Company's position in the light of the retail industry as a whole as well as the Company's own circumstances. The Company's leases on its retail premises are at relatively low rents, and in the case of the New Bond Street lease, has a relatively short term date of August 2023 which following the end of the financial year has in July been granted a lease extension through to August 2024. The Company therefore does not have exposure to any onerous leases. The Company has an international customer base and is not dependent on footfall generating sales from its London premises, or its presence at international fairs.

 

 

 

The Group in 2020 made use of a government £250,000 Covid loan, which at the year-end date, following repayments made during the year, has £187,500 outstanding. This is repayable over five years and therefore is not exposed to any liabilities where the terms of repayment may change. The Group has no creditors over one year, and no liabilities to a defined benefit pension scheme.

 

 

 

The Company has enjoyed a second consecutive successful year and continues to expand sales channels with its own online auctions. The Directors have prepared revised "stressed" forecasts taking account of the results to date, current expected demand, and cost savings identified. This has been conducted together with an assessment of the liquidity headroom against the cash and bank facilities including the Covid loan.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

The Directors recognise that the current difficult geo-political and resulting economic environment could impact business but have concluded that there are no material uncertainties over the Company's ability to continue as a going concern. Accordingly, these financial statements do not include any adjustments to the carrying amount or classification of assets and liabilities that would result if the Company were unable to continue as a going concern.

 

 

 

New standards and interpretations

 

 

 

The following new amendments that are required to be adopted in annual periods beginning on or after 1 January 2022, do not have an impact on the financial statements of the Company:

 

 

 

IFRS 4 Amendments regarding the expiry date of the deferral approach IFRS 17

 

 

 

Insurance contracts

 

 

 

IFRS 17 Amendments regarding comparative information for initial application of IFRS 17 and IFRS 9 Amendments

 

 

 

to IAS 1 regarding disclosure of accounting policies and the classification of covenants Amendments to IAS 8 regarding the definition of accounting estimates

 

 

 

Amendments to IAS 12 Deferred Tax related to Assets and Liabilities arising from a Single Transaction

 

 

 

Amendments to IFRS 16 to clarify sale and leaseback transactions (NB periods commencing 1st January 2024)

 

 

 

The Directors anticipate that none of the new standards, amendments to standards and interpretations will have a significant effect on the financial statements of the Company.

 

 

 

Revenue Recognition

 

 

The Company's revenues derive from the sale of rare books and works on paper and works of art. The Company deals in rare books and works on paper and works of art. Sales are made on a retail basis, as well as by auction. In addition, commissions are received for the sale of items on behalf of third parties. Other income can also be received for the performance of services ancillary to the retail or auction sale.

 

 

 

The Company co-owns a number of its rare books and works on paper and works of art. The Company accounts for its part share only in accordance with the principles it applies for the rare books and works on paper and works of art where it owns 100 per cent of the items. Where co-owned items are sold, the share of the items that is not owned by the Company is recorded as a liability to the relevant co-owners.

 

 

 

The Company includes in its accounts the commission income earned when items belonging to third parties are sold at auction where the Company acts as agent for the owner of items. Where the Company is the owner of the items, the Company recognizes the sales price achieved in the accounts in accordance with the principles below.

 

 

 

To determine whether to recognise revenue, the Company follows a five-step process:

 

 

 

-

Identifying the contract with customers

 

 

-

Identifying the performance obligations

 

 

-

Determining the transaction price

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

 

-

Allocating the transaction price to the performance obligations

 

 

-

Recognising revenue when/ as performance obligations are satisfied.

 

 

Identifying the contract with customers

 

 

 

The contract with customers who purchase retail items is created when an irrevocable request is made by the customer to purchase an item from the Company's stock and the Company recognises and accepts such a request. A contract is created for auction customers at the fall of the auctioneer's hammer by the specific identification of that customer at the end of the bidding process for each lot. Commission income is also earned by reference to a written agreement with the third party on whose behalf the Company is transacting business.

 

 

 

Identifying the performance obligations

 

 

 

The primary performance obligations for the Company in its retail and auction activities is the creation of a sales invoice and the physical delivery of the item to the customer, whereby the Company no longer has control of the items and therefore is no longer able to derive any further economic benefits from the item. For commission income, the Company raises a sales invoice when it has undertaken and completed the performance obligations set out in the contract with the third party.

 

 

 

Determining the transaction price

 

 

 

The transaction price is agreed between the Company and its customers at the time or as part of the process of negotiating the retail transaction in the normal method of offer and acceptance common to all contracts and is the sales invoice price. For auction customers, the transaction price is the hammer price together with such buyers' premium and other consideration as set out in the Company's sales catalogues. The transaction price for commission income is as set out in the contract with the third party.

 

 

 

Allocating the transaction price to the performance obligations

 

 

 

The performance obligations of the Company are straightforward and both of the primary performance obligations relate solely to the transaction price, i.e., the retail or auction price. The Company does not undertake long term contracts, and as a retailer, the transaction price arises at the time the sales invoice is created.

 

 

 

Recognising revenue when/as performance obligations are satisfied

 

 

 

The Company recognises revenue when its primary performance obligations have been satisfied, i.e., providing the sales invoice has been created and received by the customer, and the item has been delivered to the customer thereby depriving the Company of the ability to sell the item to another party.

 

 

 

Retirement Benefits: Defined contribution schemes

 

 

 

Contributions to defined contribution schemes are charged to the statement of comprehensive income in the year to which they relate.

 

 

 

Property, plant and equipment

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

Items of property, plant and equipment are initially recognised at cost. As well as the purchase price, cost includes directly attributable costs.

 

 

 

Depreciation is provided on all items of property, plant and equipment so as to write off their carrying value over the expected useful economic lives. It is provided at the following rates:

 

 

 

Bibliography

- 15% on cost per annum

 

 

 

 

 

 

Plant and machinery

- 15% to 33% on cost per annum

 

 

 

 

 

 

Fixtures and fittings

- 15% to 33% on cost per annum

 

 

 

 

 

 

Motor vehicles

- 25% on cost per annum

 

 

Inventories

 

 

 

Inventories are valued at the lower of cost and net realisable value. Cost incurred in bringing each product to its present location and condition is accounted for as follows:

 

 

 

Finished goods - purchase cost on a first-in, first-out basis.

 

 

 

Net realisable value is the estimated selling price in the ordinary course of business.

 

 

 

Loans and receivables

 

 

 

These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise principally through the provision of services to customers (e.g., trade receivables), but also incorporate other types of contractual monetary asset. They are initially recognised at fair value plus transactions costs that are directly attributable to their acquisition or issue and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment.

 

 

 

Impairment provisions are recognised when there is objective evidence (such as significant financial difficulties on the part of the counterparty or default or significant delay in payment) that the Company will be unable to collect all of the amounts due under the terms receivable, the amount of such a provision being the difference between the net carrying amount and the present value of the future expected cash flows associated with the impaired receivable.

 

 

 

Cash and cash equivalents

 

 

 

Cash and cash equivalents comprise cash.

 

 

 

Financial instruments and liabilities

 

 

Financial assets and financial liabilities are recognised when a Company becomes a party to the contractual provisions of the instruments.

 

 

 

Initial Recognition:

 

 

 

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss and ancillary costs related to borrowings) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are charged to the Statement of Profit and Loss over the tenure of the financial assets or financial liabilities.

 

 

 

Classification and Subsequent Measurement: Financial Assets

 

 

The Company classifies financial assets as subsequently measured at amortised cost, Fair Value through Other Comprehensive Income ("FVOCI") or Fair Value through Profit or Loss ("FVTPL") on the basis of following:

 

 

 

·

the entity's business model for managing the financial assets and

 

 

 

 

 

 

·

the contractual cash flow characteristics of the financial asset.

 

 

Amortised Cost:

 

 

A financial asset shall be classified and measured at amortised cost if both of the following conditions are met:

 

 

 

·

the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows and

 

 

 

 

 

 

·

the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

 

 

In case of financial assets classified and measured at amortised cost, any interest income, foreign exchange gains or losses and impairment are recognised in the Statement of Profit and Loss.

 

 

A financial asset shall be classified and measured at fair value through OCI if both of the following conditions are met:

 

 

 

·

the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and

 

 

 

 

 

 

·

the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

 

 

Fair Value through Profit or Loss:

 

 

A financial asset shall be classified and measured at fair value through profit or loss unless it is measured at amortised cost or at fair value through OCI.

 

 

 

All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value, depending on the classification of the financial assets.

 

 

 

For financial assets at FVTPL, net gains or losses, including any interest or dividend income, are recognised in the Statement of Profit and Loss.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

Classification and Subsequent Measurement: Financial liabilities

 

 

 

Financial liabilities are classified as either financial liabilities at FVTPL or 'other financial liabilities'.

 

 

 

Financial Liabilities at FVTPL:

 

 

 

Financial liabilities are classified as at FVTPL when the financial liability is held for trading or is a derivative (except for effective hedge) or are designated upon initial recognition as FVTPL.

 

 

 

Gains or Losses, including any interest expense on liabilities held for trading, are recognised in the Statement of Profit and Loss.

 

 

 

Other Financial Liabilities:

 

 

 

Other financial liabilities (including borrowings and trade and other payables) are subsequently measured at amortised cost using the effective interest method.

 

 

 

The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the amortised cost on initial recognition.

 

 

 

Interest expense (based on the effective interest method), foreign exchange gains and losses, and any gain or loss on derecognition is recognised in the Statement of Profit and Loss.

 

 

 

Impairment of financial assets:

 

 

 

Expected credit losses are recognized for all financial assets subsequent to initial recognition other than financial assets in FVTPL category. For financial assets other than trade receivables, as per IFRS 9, the Company recognises 12 month expected credit losses for all originated or acquired financial assets if at the reporting date the credit risk of the financial asset has not increased significantly since its initial recognition. The expected credit losses are measured as lifetime expected credit losses if the credit risk on financial asset increases significantly since its initial recognition.

 

 

 

Impairment provisions for trade receivables are recognised based on the simplified approach within IFRS 9 using the lifetime expected credit losses. During this process the probability of the non-payment of the trade receivables is assessed. Thus probability Is then multiplied by the amount of the expected loss arising from default to determine the lifetime expected credit loss for the trade receivables For trade receivables, which are reported net, such provisions are recorded in a separate provision account with the loss being recognised within cost of sales in the consolidated statement of comprehensive Income On confirmation that the trade receivable will not be collectable, the gross carrying value of the asset is written off against the associated provision.

 

 

 

De-recognition of financial assets and financial liabilities:

 

 

The Company de-recognises a financial asset when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party. If the Company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Company recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Company retains substantially all the risks and rewards of ownership of a transferred financial asset, the Company continues to recognise the financial asset and recognises an associated liability for amounts it must pay.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

On de-recognition of a financial asset, the difference between the asset's carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognised in OCI and accumulated in equity is recognised in the Statement of Profit and Loss.

 

 

 

The Company de-recognises financial liabilities when and only when, the Company's obligations are discharged, cancelled, or have expired. The difference between the carrying amount of the financial liability de-recognised and the consideration paid and payable is recognised in the Statement of Profit and Loss.

 

 

 

Financial liabilities and equity instruments:

 

 

 

·

Classification as debt or equity

 

 

Debt and equity instruments issued by the Company are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

 

 

 

·

Equity instruments

 

 

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by a Company are recognised at the proceeds received.

 

 

 

Derivative financial instruments:

 

 

 

The Company enters into derivative financial instruments viz. a residual of the convertible loan instrument. The Company does not hold derivative financial instruments for speculative purposes. Derivatives are initially recognised at fair value at the date the derivative contracts are entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognised in profit or loss immediately.

 

 

 

Fair value measurement

 

 

A number of assets and liabilities included in the Company's financial statements require measurement at, and/or disclosure of, fair value.

 

 

 

The fair value measurement of the Company's financial and non-financial assets and liabilities utilises market observable inputs and data as far as possible. Inputs used in determining fair value measurements are categorised into different levels based on how observable the inputs used in the valuation technique utilised are (the 'fair value hierarchy'):

 

 

-

Level 1: Quoted prices in active markets for identical items (unadjusted)

 

 

 

 

-

Level 2: Observable direct or indirect inputs other than Level 1 inputs

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

-

Level 3: Unobservable inputs (i.e., not derived from market data).

 

 

The classification of an item into the above levels is based on the lowest level of the inputs used that has a significant effect on the fair value measurement of the item. Transfers of items between levels are recognised in the period they occur.

 

 

 

Share Capital

 

 

 

Financial instruments issued by the Company are treated as equity only to the extent that they do not meet the definition of a financial liability. The Company's ordinary shares are classified as equity instruments.

 

 

 

Leased Assets

 

 

 

Where substantially all of the risks and rewards incidental to ownership are not transferred to the Company (an 'operating lease'), the total rentals payable under the lease are charged to the statement of comprehensive income on a straight-line basis over the lease term. The aggregate benefit of lease incentives is recognised as a reduction of the rental expense over the lease term.

 

 

 

Finance leases, which transfer to the Company substantially all the risks and benefits incidental to ownership of the leased item, are capitalised at the inception of the lease at the fair value of the leased property or, if lower, at the present value of the minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are reflected in profit or loss.

 

 

 

Deferred taxation

 

 

Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the statement of financial position differs from its tax base, except for differences arising on:

                    

 

 

·

the initial recognition of goodwill;

 

 

·

the initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction affects neither accounting or taxable profit; and

 

 

·

investments in subsidiaries and jointly controlled entities where the Company is able to control the timing of the reversal of the difference and it is probable that the difference will not reverse in the foreseeable future.

 

 

Recognition of deferred tax assets is restricted to those instances where it is probable that taxable profit will be available against which the difference can be utilised.

 

 

 

The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted by the reporting date and are expected to apply when the deferred tax liabilities or assets are settled or recovered. Deferred tax balances are not discounted.

 

 

 

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 on either:

 

 

 

·

the same taxable group company; or

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

 

·

different company entities which intend either to settle current tax assets and liabilities on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax assets and liabilities are expected to be settled or recovered.

 

 

Foreign currency

 

 

 

The individual financial statements of the Company are presented in the currency of the primary economic environment in which the entity operates (its functional currency) which is pounds sterling.

 

 

 

In preparing the financial statements transactions in currencies other than the entity's functional currency (foreign currencies) are recorded at the rates of exchange prevailing on the dates of the transactions. At each balance sheet date, monetary items denominated in foreign currencies are retranslated at the rates prevailing at the balance sheet date.

 

 

 

Exchange differences arising on the settlements of monetary items and on the retranslation of monetary items are included in the income statement for the period.

 

 

 

Operating Segments

 

 

 

The Board considers that the Company's project activity constitutes one operating and one reporting segment, as defined under IFRS 8.

 

 

 

The total profit measures are operating profit and profit for the year, both disclosed on the face of the income statement. No differences exist between the basis of preparation of the performance measures used by management and the figures in the Company financial information.

 

 

 

All of the revenues generated relate to the trading and retailing of rare and antiquarian books and works on paper, other quality books, ancillary income including commission receivable and from the repair of books. An analysis of revenues appears in note 5 below. All revenues are wholly generated within the UK. Accordingly, there are no additional disclosures provided to the financial information.

 

 

 

Operating profit and loss

 

 

 

Operating profit and loss comprise revenues less operating costs. Operating costs comprise adjustments for changes in inventories, employee costs including share-based payments, amortisation, depreciation and impairment and other operating expenses.

 

 

 

Expenditure

 

 

 

Expenditure is recognised in respect of goods and services received when supplied in accordance with contractual terms. Provision is made when an obligation exists for a future liability relating to a past event and where the amount of the obligation can be reasonably estimated.

 

 

 

Exceptional items of expense

 

 

 

Exceptional items of expense are administrative costs which are large or unusual in nature and are not expected to recur on a regular basis.

 

 

 

Discontinued operations

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

The Company present its results from its discontinued operations separately from its continuing operations. In line with IFRS 5, an operation is classed as discontinued if it has been or in the process of being disposed, represents either a separate major line of business or a geographical area of operations or is part of a single co-ordinated plan to dispose of a separate major line of business or geographical area of operation.

 

 

3

Critical accounting estimates and judgements

 

The Company makes certain estimates and assumptions regarding the future.

 

 

 

The significant estimates or judgements made by the Company include the valuation of its inventories. In the normal course of business, the Company acquires inventory from a number of sources with a view to achieving sales of such inventory to its retail customers at retail prices, either from its premises, at trade fairs, online or by telephone or post. The Company can decide whether to accept or reject offers made by customers that are not consistent or below the Company's desired sale price for each of its items.

 

 

 

The impact of Covid-19, by way of example, and the restrictions placed on the Company's trading activities represented a period when the Company was not trading in the normal course of business, and the Company may not be able to achieve its desired retail prices, or may choose to prioritise cash generation over profitability in order to ensure its liquidity levels remain satisfactory and it is able to continue trading as a going concern. There may therefore be sales of inventory items which result in a loss being incurred by the Company. These sales would not be considered to be representative of the Company's normal course of business and therefore would not result in any diminution of the valuation of the Company's inventory at the balance sheet date.

 

 

 

The value of the Company's inventory of rare and antiquarian books and works on paper may vary with market conditions and judgement is required in assessing the effect on the carrying values of related expenditure. Estimates and judgements are continually evaluated based on historical experience and other factors, including the expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions.

 

 

4

Financial instruments - risk management

The Board has overall responsibility for the determination of the Company's risk management objectives and policies. The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Company's competitiveness and flexibility. The Company does not use derivative financial instruments such as forward currency contracts, interest rate swaps or similar instruments. The company does not issue or use financial instruments of a speculative nature.

 

 

 

The Company is exposed to the following financial risks:

 

Credit risk

 

Liquidity risk

 

Market interest rate risk

 

 

 

To the extent financial instruments are not carried at fair value in the statement of financial position, book value approximates to fair value at 31 March for the years ended 2018 to 2023.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

Trade and other receivables are measured at book value and amortised cost. Book values and expected cash flows are reviewed by the Board and any impairment charged to the statement of comprehensive income in the relevant period.

 

 

 

Cash and cash equivalents are held in sterling and placed on deposit in UK banks.

 

 

 

Trade and other payables are measured at book value and amortised cost.

 

 

 

Credit risk

 

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Company is mainly exposed to credit risk from credit sales. At 31 March 2023 the Company has trade receivables of £1,713,000 (2022: £1,296,000 excluding discontinued operations). The Company is exposed to credit risk in respect of these balances such that, if one or more the customers encounter's financial difficulties, this could materially and adversely affect the Company's financial results. The Company attempts to mitigate credit risk by assessing the credit rating of new customers prior to entering into contracts and by entering contracts with customers with agreed credit terms.

 

 

 

Liquidity risk

 

Liquidity risk arises from the Company's management of working capital. It is the risk that the Company will encounter difficulty in meeting its financial obligations as they fall due. The Company's policy is to ensure that it will always have sufficient cash and facilities to allow it to meet its liabilities when they become due. To achieve this aim, it seeks to maintain cash balances to meet its expected cash requirements.

 

 

 

Market interest rate risk

 

The Company is also exposed to market interest rate risk in respect of its cash balances held pending investment in the growth of the Company's operations. The effect of interest rate changes in the Company's interest-bearing assets and liabilities and the re-pricing of its interest-bearing liabilities are set out in note 18.

 

 

 

Capital Management

The Company's capital is made up of share capital, share premium and retained earnings totalling £2,567,000 (2022: £2,742,000).

 

 

 

The Company's objectives when maintaining capital are:

 

 

 

·

To safeguard the entity's ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders; and

 

 

·

To provide an adequate return to shareholders by pricing products and services commensurately with the level of risk.

 

 

The capital structure of the Company consists of shareholders equity as set out in the statement of changes in equity. All funding required to acquire rare and antiquarian books and works on paper are financed from existing resources.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

5

Revenue

 

 

 

31 March

31 March

 

 

2023

2022

 

 

£000

£000

 

 

 

 

 

Sale of stock: Books

7,042

6,016

 

Sale of stock: Gallery

1,777

1,823

 

Commissions

177

279

 

Other Income

65

11

 

 

9,061

8,129

 

 

All revenues are derived from a single operating segment

 

 

6

(Loss) / Profit before taxation

 

(Loss) / Profit before taxation is after charging/(crediting):

 

 

 

31 March

2023

31 March

2022

 

 

£000

£000

 

 

 

 

 

Depreciation of property, plant and equipment (note 13)

347

231

 

Amortisation of intangible assets (note 14)

4

4

 

Foreign currency (gains) / losses

-

(2)

 

Employee costs (note 7)

785

733

 

Fees payable to the Company's auditor (note 9)

25

24

 

7

Employee costs including Directors

 

 

 

31 March

31 March

 

 

2023

2022

 

 

£000

£000

 

 

 

 

 

Wages and salaries

663

624

 

Social Security Costs

79

70

 

Pension costs

35

32

 

Other employee benefits

8

7

 

 

785

733

 

8

Average number of employees

 

 

 

31 March

2023

31 March

2022

 

 

Number

Number

 

 

 

 

 

Management

1

1

 

Operations

12

12

 

 

13

13

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

9

Auditors' remuneration

 

 

 

31 March

31 March

 

 

2023

2022

 

 

£000

£000

 

 

 

 

 

Fees payable to the Company's auditor for the audit of the Company's financial statements

25

24

 

10

Directors' remuneration

 

 

 

31 March

2023

31 March

2022

 

 

£000

£000

 

 

 

 

 

Salaries and fees

204

190

 

Social Security Costs

28

25

 

Pension costs

20

20

 

Other employee benefits

8

7

 

 

260

242

 

 

Information regarding the highest paid Director which comprises

 

salary and benefits is as follows:

 

 

Aggregate emoluments and benefits

212

197

 

Company Pension contributions to money purchase scheme

20

20

 

11

Income tax

 

 

 

31 March

31 March

 

 

2023

2022

 

 

£000

£000

 

Current tax expense

 

 

 

Current tax

-

-

 

Deferred tax charge:

 

 

 

Origination and reversal of temporary differences

-

-

 

Total tax expense

-

-

 

 

The reasons for the difference between the actual tax charge for the year and the standard rate of corporation tax in the United Kingdom applied to the profit for the year as follows:

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

 

31 March

2023

31 March

2022

 

 

£000

£000

 

 

 

 

 

(Loss) / Profit before tax

(175)

588

 

 

 

 

 

Applied corporation tax rates:

19%

19%

 

 

 

 

 

Tax (Credit) / Charge at the UK corporation tax rate of 19%

(33)

112

 

Depreciation and expenses not deductible for tax purposes

-

-

 

Tax not recognised as deferred tax assets

33

(112)

 

Origination and reversal of temporary differences

-

-

 

Total tax (credit) / charge

-

-

 

12

Discontinued Operations

 

 

 

In the prior financial year, the Board determined that Mayfair Philatelic was not key to the future of the Company. In accordance with IFRS5 - Non-current assets held for sale and discontinued business, the results for Mayfair Philatelic are shown as Discontinued operations in the income statement and its assets and liabilities recorded at the lower of the carrying value and fair value less costs to sell in the financial statements for this financial year. An analysis of the individual line items is shown below.

 

 

 

Financial performance and cash flow information

 

 

 

31 March

2023

31 March

2022

 

 

£000

£000

 

 

 

 

 

Revenue

-

-

 

Cost of sales

-

374

 

Gross Profit

-

306

 

Distribution expenses

-

74

 

Administrative expenses

-

409

 

Impairment charge re Debtors

-

40

 

Impairment charge re Stock

-

100

 

Profit / (Loss) before tax

-

(317)

 

Tax

-

-

 

Profit / (Loss) from discontinued operations after tax

-

(317)

 

 

 

 

 

Net cash (used in) / generated from discontinued operations

-

 

 

 

Assets and liabilities of discontinued operation

 

 

 

No assets or liabilities relating to Mayfair Philatelic are included within the Company statement of financial position as at 31 March 2023. In the prior year however, relevant assets and liabilities, were included at the lower of the carrying value and fair value less costs to sell as follows:

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

 

31 March

2022

 

 

£000

 

 

 

 

Fixed assets

5

 

Intangible assets

4

 

Current assets - stock

114

 

Current assets -debtors and prepayments

458

 

Total assets of discontinued operation

581

 

Liabilities

 

 

Trade creditors

236

 

Accruals

141

 

Total liabilities of discontinued operation

377

 

13

Property, plant and equipment

 

 

 

31 March

31 March

31 March

31 March

 

 

2023

2023

2023

2023

 

 

Bibliography

Vehicles,

Right to use

Total

 

 

 

Fixtures &

assets

 

 

 

 

Fittings

 

 

 

 

£000

£000

£000

£000

 

Cost

 

 

 

 

 

At 31 March 2021

102

269

1,381

1,752

 

Acquired in the year

4

22

-

26

 

Disposals

-

-

-

-

 

At 31 March 2022

106

291

1,381

1,778

 

Acquired in the year

2

19

239

260

 

Prior year adjustment

 

(30)

(173)

(203)

 

At 31 March 2023

108

291

1,381

1,835

 

 

 

 

 

 

 

Depreciation

 

 

 

 

 

At 31 March 2021

93

196

288

577

 

Charge for the year

2

31

198

231

 

Disposals

-

-

-

-

 

At 31 March 2022

95

227

486

808

 

Charge for the year

4

26

317

347

 

Prior year adjustment

 

(24)

(173)

(199)

 

At 31 March 2023

99

229

630

958

 

 

 

 

 

 

 

Net book value

 

 

 

 

 

At 31 March 2023

9

53

814

877

 

At 31 March 2022

10

64

895

970

 

At 31 March 2021

9

73

1,093

1,175

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

14

Intangible assets

 

 

 

31 March

31 March

 

 

2023

2022

 

 

£000

£000

 

 

 

 

 

Cost on 1 April

20

20

 

 

 

 

 

At 31 March

20

20

 

 

 

 

 

Amortisation as at 1 April

16

12

 

Amortisation during the year

4

                     4

 

 

 

 

 

At 31 March

20

16

 

Net book value

-

4

 

15

Inventories

 

 

 

31 March

31 March

 

 

2023

2022

 

 

£000

£000

 

 

 

 

 

Finished goods

9,811

9,339

 

Finished goods expensed in the year

5,614

5,058

 

16

Trade and other receivables

 

 

 

31 March

31 March

 

 

2023

2022

 

 

£000

£000

 

 

 

 

 

Trade and other receivables

1,713

1,296

 

Prepayments and accrued income

271

1,002

 

 

1,984

2,298

 

 

The age profile trade and other receivables comprise:

 

 

 

£000

 

 

 

 

Current

700

 

One month past due

152

 

Two months past due

355

 

Over three months past due

506

 

 

1,713

 

 

As at 31 March 2023, trade receivables of £nil (31 March 2022: £nil) were considered past due and impaired. The other debtor balances are categorised as loans and receivables. All amounts shown under trade and other receivables are due for payment within one year.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

17

Trade and other payables

 

 

 

31 March

2023

31 March

2022

 

 

£000

£000

 

 

 

 

 

Trade creditors

1,173

1,997

 

Amounts due to Group undertakings

7,460

7,102

 

Social security and other taxes

26

8

 

Accruals and deferred income

653

643

 

 

9,312

9,749

 

 

The directors consider the carrying value of trade and other payables approximate to their fair values.

 

 

18

Loans and borrowings

 

 

 

On 18 October 2014 the Company granted security over its fixed and floating assets to support a finance facility from Coutts & Company.

 

 

 

The following table demonstrates the sensitivity to a reasonably possible change in interest rates, with all other variables held constant, of the Company's profit or loss before tax through the impact on bank deposits and cash flows. There is no impact on the Company's equity.

 

 

 

Change in

2023

Change

2022

 

 

rate

£000

in rate

£000

 

 

 

 

 

 

 

Bank deposits maturing within one year

 

104

 

861

 

 

 

 

 

 

 

 

-0.5%

(-0)

-0.5%

(-4)

 

 

-1.0%

(-1)

-1.0%

(-8)

 

 

-1.5%

(-2)

-1.5%

(-12)

 

 

+0.5%

0

+0.5%

4

 

 

+1.0%

1

+1.0%

8

 

 

+1.5%

2

+1.5%

12

 

19

Deferred tax

 

 

 

31 March

31 March

 

 

2023

2022

 

 

£000

£000

 

 

 

 

 

Included in non-current assets

-

-

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

 

Deferred tax gross movements

31 March

31 March

 

 

2023

2022

 

 

£000

£000

 

 

 

 

 

Opening balance

-

-

 

Charge to income statement

-

-

 

Closing balance

-

-

 

 

The deferred tax asset comprises:

 

 

 

31 March

31 March

 

 

2023

2022

 

 

£000

£000

 

 

 

 

 

Origination and reversal of temporary differences

-

-

 

 

 

 

 

Closing balance

-

-

 

 

Deferred tax continued

 

 

 

Deferred tax is calculated in full on temporary differences under the liability method using the tax rates expected for future periods of 19%. The deferred tax asset has been written off. The Company has unutilised tax allowances, at expected tax rates in future periods, of £83,000 (2022: £50,000) of which £nil has been recognised (2022: £nil).

 

20

Share capital

 

 

 

31 March

2023

31 March

2023

31 March

2022

31 March

2022

 

Ordinary shares of £0.20 each

Number

£

Number

£

 

 

 

 

 

 

 

At the beginning and end of the year

985,273

197,055

985,273

197,055

 

 

The shares shown above are authorised, issued and fully paid up. Ordinary shares carry the right to one vote per share at general meetings of the Company and the rights to share in any distribution of profits or returns of capital and to share in any residual assets available for distribution in the event of a winding up. There have been no changes to the share capital of the Company in the year.

 

21

Right to use asset lease liabilities

 

 

 

31 March

31 March

 

 

2023

2022

 

 

£000

£000

 

 

 

 

 

Land and buildings

904

980

 

 

See also note 13 for the corresponding asset.

 

Shapero Rare Books Limited

Annual report and financial statements 2023

 

22

Commitments

 

 

 

There were no outstanding capital commitments at 31 March 2023 (31 March 2022: £nil).

 

 

23

Events after the balance sheet date

 

 

 

In July 2023, following the end of the financial year, the term expiry date of the lease for the New Bond Street properties was extended to August 2024. There have been no other material events directly affecting the Company since the balance sheet date.

 

 

24

Related party transactions

 

 

Remuneration of key management personnel

31 March

31 March

 

(Namely the company Directors)

2023

2022

 

 

£000

£000

 

 

 

 

 

Salaries and fees

204

190

 

Social Security Costs

28

25

 

Pension costs

20

20

 

Other employee benefits

8

7

 

 

260

242

 

 

The Company also made the following related-party transactions:

 

 

 

Transactions with fellow subsidiaries of the Group

 

 

 

The Company conducted no business in the year with its fellow Scholium Group subsidiaries, both of which are dormant, Scholium Trading Limited or Mayfair Philatelies Limited. (2022: £nil). At the year end the Company owed or was owed £nil by both Scholium Trading Limited and Mayfair Philatelies Limited (2022: £nil).

 

 

 

During the year the Company's parent undertaking (note 24) charged the Company £741,000 (2022: £nil) for management services. At the year end the Company owed £7,459,944 (2021: £7,101,736) to its parent undertaking.

 

 

25

Control

 

 

 

The Company is a wholly owned subsidiary of Scholium Group plc, incorporated in the United Kingdom, which is also the ultimate parent undertaking.

 

 

 

The largest and smallest group in which the results of the Company are consolidated is that headed by Scholium Group plc. The consolidated accounts of this company are available to the public and may be obtained from the Registrar at Companies House and on the Company's website.

 

 

 

No other group accounts include the results of the Company.