Gaming International Limited - Limited company accounts 23.1

REGISTERED NUMBER: 00263234 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023

FOR

GAMING INTERNATIONAL LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Income Statement

11

Other Comprehensive Income

12

Balance Sheet

13

Statement of Changes in Equity

14

Notes to the Financial Statements

15

DIRECTORS:

C A Osborne

Mrs S E Osborne

W A Glass

REGISTERED OFFICE:

Abbey Stadium

Lady Lane Blunsdon

Swindon

Wiltshire

SN25 4DN

REGISTERED NUMBER:

00263234 (England and Wales)

AUDITORS:

Elliott Bunker Ltd

Chartered Accountants & statutory auditor

61 Macrae Road

Ham Green

Bristol

BS20 0DD

INTRODUCTION

The directors present their strategic report for the year to 30 June 2023.

During the year the company operated on a profitable basis whilst engaged on a major project for the development and sale of land, the sale of which was legally completed in September 2022. The effect of this land sale was to repay the majority of bank borrowing owed by the company, the holding company and the subsidiary companies.

REVIEW OF BUSINESS AND FUTURE DEVELOPMENTS

The directors consider the key performance indicators of the company to be turnover and the operating profit excluding any provisions on investments which are commented on below.

The net profit for the year of £2,324,763 includes a credit of £232,973 as the result of the reduced provision required against the holding value of the investment in subsidiary companies. The company received dividend income from subsidiary companies of £1,729,033 and declared a dividend of £11,500,000 to the holding company Toklon Limited.

The company's principal projects are the redevelopment of the Swindon and Poole stadium sites. Delays have occurred due to planning issues and related matters. At the date of this report negotiations are well advanced for the sale of significant property assets, with forecast generation of profits and positive cash flows.

PRINCIPAL RISKS AND UNCERTAINTIES

The company is exposed to the following risks:

- Going concern and liquidity risk

The company is exposed to a variety of financial risks which result from both its operating and investing activities. This section describes the company's objectives and policies and procedures for managing those risks. Further quantitative information is provided throughout the financial statements.

Going concern and liquidity risk

The board is responsible for coordinating the company's risk management and focuses on actively securing the company's short to medium term cash flows. Long term financial investments are managed to generate lasting returns. The company is reliant on its parent company, Toklon Limited, for financial support. The directors have reviewed group cashflow forecasts which show that the cash generated from operations together with the group bank facilities, third party and director loans will provide sufficient working capital for at least 12 months from the date of approval of these financial statements.

At the date of this report, the company and group are operating within significantly reduced bank facilities, and projections prepared by the directors show bank borrowings fully repaid by 31 May 2024.

Liquidity risk

The company seeks to manage risks to ensure sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. Short term flexibility is achieved by overdraft facilities.

Interest rate risk

The company finances its operations through retained profits, short term borrowings and the use of overdraft facilities. When short term borrowings or overdrafts are used, variable rates of interest apply. Neither fixed rate instruments nor interest rate swaps have been used.

The company does not actively engage in the trading of financial assets and has no financial derivatives.

The group and company strategy for the future includes the continued sale of property assets and trading on a debt-free basis.

ON BEHALF OF THE BOARD:

C A Osborne - Director

15 April 2024

The directors present their report with the financial statements of the company for the year ended 30 June 2023.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the operation of gaming and leisure facilities (including greyhound racing) and property development.

DIVIDENDS

Dividends of £11,500,000 have been declared.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 July 2022 to the date of this report.

C A Osborne

Mrs S E Osborne

W A Glass

Other changes in directors holding office are as follows:

G A Edwards ceased to be a director after 30 June 2023 but prior to the date of this report.

GOING CONCERN

The board is responsible for coordinating the company's risk management and focuses on actively securing the company's short to medium term cash flows. Long term financial investments are managed to generate lasting returns. The company is reliant on its parent company, Toklon Limited, for financial support. The directors have reviewed group cashflow forecasts which show that the cash generated from operations together with the group bank facilities, third party and director loans will provide sufficient working capital for at least 12 months from the date of approval of these financial statements. At the date of this report, the company and group are operating within significantly reduced bank facilities, and projections prepared by the directors show bank borrowings fully repaid by 31 May 2024.

POST BALANCE SHEET EVENTS

During September 2022 the company completed a significant land sale which facilitated the repayment of a significant level of bank borrowing of the company and the holding company.At the date of this report further land sales are anticipated which will result in the generation of significant profits and positive cash flows.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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 accounting estimates that are reasonable and prudent;

-	state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

-	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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Elliott Bunker Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

C A Osborne - Director

15 April 2024

Opinion

We have audited the financial statements of Gaming International Limited (the 'company') for the year ended 30 June 2023 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 30 June 2023 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

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

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

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

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

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

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the 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.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Fraud and breaches of laws and regulations - ability to detect

Identifying and reporting of risks of material misstatement due to fraud

To identify risks of material misstatement due to fraud we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included:

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

- Reviewing the minutes of board meetings.

We communicated identified fraud risks throughout the audit team and remained alert to any indications of fraud throughout the audit.

As required by auditing standards and taking into account possible pressures to meet targets and our overall knowledge of the control environment, we performed procedures to assess the risks of management override of controls. To address the pervasive risk as it related to management override of controls, we: -

-performed analytical procedures to identify any unusual or unexpected relationships;

- reviewed material journal entries and agreed these to supporting documentation where appropriate;

- assessed whether judgements and assumptions made in determining the accounting estimates set out in note 2 were indicative of potential bias; and

- investigated the rationale behind significant or unusual transactions

Identifying and responding to risks of material misstatement due to non-compliance with laws and regulations

We identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the property and leisure sector;

We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably:

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- agreeing financial statement disclosures to underlying supporting documentation;

- reading the minutes of meetings of those charged with governance;

- enquiring of management as to actual and potential litigation and claims; and

- reviewing correspondence with HMRC, relevant regulators including the Health and Safety Executive, and the company’s legal advisors.

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of management and the board and inspection of regulatory and legal correspondence, if any. Therefore, if any breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.

Limitations to the ability of the audit to detect fraud or breaches of laws and regulation

Owing to the inherent limitation of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it.

In addition, as with any audit, there remained a higher risk of non-detection of fraud, as this may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement, and therefore we are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

As part of an audit in accordance with ISAs (UK), we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

-

Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

-	Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control.

-	Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

-

Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Report of the Auditors to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Report of the Auditors. However, future events or conditions may cause the company to cease to continue as a going concern.

-	Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Paul Cridland (Senior Statutory Auditor)

for and on behalf of Elliott Bunker Ltd

Chartered Accountants & statutory auditor

61 Macrae Road

Ham Green

Bristol

BS20 0DD

15 April 2024

TURNOVER

8,797,950

2,927,909

Cost of sales

(6,016,280

)

(1,271,482

)

GROSS PROFIT

2,781,670

1,656,427

Administrative expenses

(1,401,465

)

(1,343,643

)

1,380,205

312,784

Other operating income

- furlough claims and other

3,617

69,304

Other operating costs

(846,900

)

-

OPERATING PROFIT

4

536,922

382,088

Interest receivable and similar income

1,804,033

75,000

2,340,955

457,088

Interest payable and similar expenses

6

(16,192

)

(14,068

)

PROFIT BEFORE TAXATION

2,324,763

443,020

Tax on profit

7

-

-

PROFIT FOR THE FINANCIAL YEAR

2,324,763

443,020

PROFIT FOR THE YEAR

2,324,763

443,020

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

2,324,763

443,020

FIXED ASSETS

Tangible assets

9

1,244,271

3,232,014

Investments

10

863,826

4,339,589

2,108,097

7,571,603

CURRENT ASSETS

Stocks

11

1,425,591

4,933,530

Debtors

12

11,049,331

15,250,146

Cash at bank and in hand

225,050

355

12,699,972

20,184,031

CREDITORS

Amounts falling due within one year

13

4,087,376

7,853,749

NET CURRENT ASSETS

8,612,596

12,330,282

TOTAL ASSETS LESS CURRENT LIABILITIES

10,720,693

19,901,885

CREDITORS

Amounts falling due after more than one year

14

38,675

44,630

NET ASSETS

10,682,018

19,857,255

CAPITAL AND RESERVES

Called up share capital

16

569,948

569,948

Share premium

17

8,128,221

8,128,221

Capital redemption reserve

17

17,900

17,900

Retained earnings

17

1,965,949

11,141,186

SHAREHOLDERS' FUNDS

10,682,018

19,857,255

The financial statements were approved by the Board of Directors and authorised for issue on 15 April 2024 and were signed on its behalf by:

C A Osborne - Director

Called up

Capital

share

Retained

Share

redemption

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 1 July 2021

569,948

10,698,166

8,128,221

17,900

19,414,235

Changes in equity

Total comprehensive income

-

443,020

-

-

443,020

Balance at 30 June 2022

569,948

11,141,186

8,128,221

17,900

19,857,255

Changes in equity

Dividends

-

(11,500,000

)

-

-

(11,500,000

)

Total comprehensive income

-

2,324,763

-

-

2,324,763

Balance at 30 June 2023

569,948

1,965,949

8,128,221

17,900

10,682,018

1.	STATUTORY INFORMATION

Gaming International Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies.

The company's functional and presentational currency is Sterling £.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows.

Preparation of consolidated financial statements

The financial statements contain information about Gaming International Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Toklon Limited, Abbey Stadium, Lady Lane, Blunsdon,Swindon, SN25 4DN.

Certain subsidiary companies have decided to exempt themselves from the audit requirement under Section 479A of the Companies Act 2006.

Critical accounting judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are based on historical experience and other assumptions that are considered reasonable in the circumstances. The actual amount or values may vary in certain instances from the assumptions and estimates made. Changes will be records, with corresponding effect on profit or loss, when, and if, better information is obtained.

Information about assumptions and estimation uncertainties that have a significant risk of resulting in material adjustment within the next financial year are included below.

Critical judgements that management has made in the process of applying accounting policies disclosed herein and that have a significant effect on the amounts recognised in the financial statements relate sot the following:

Provisions

In recognising provisions, the company evaluates the extent to which it is probable that it has incurred a legal or constructive obligation in respect of past events and the probability that there will be an outflow of benefits as a result. The judgements used to recognise provisions are based on currently known factors which may vary over time, resulting in changes in the measurement of records amounts as compared to initial estimates.

Development stocks

Management applies judgement at each balance sheet date to estimate the net realisable value of development stock, taking into account the most reliable evidence at each reporting date.

Going concern

The board is responsible for coordinating the company's risk management and focuses on actively securing the company's short to medium term cash flows. Long term financial investments are managed to generate lasting returns. The company is reliant on its parent company, Toklon Limited, for financial support. The directors have reviewed group cashflow forecasts which show that the cash generated from operations together with the group bank facilities, third party and director loans will provide sufficient working capital for at least 12 months from the date of approval of these financial statements.

After making suitable enquiries, the directors have formed a judgment, at the time of approving the financial statements, that there is reasonable expectation that the company, with the support of Group and its remaining trading businesses will have adequate resources to enable the company to remain a going concern for a period of at least twelve months from the date of approval of the financial statements.

At the date of this report, the negotiations of property sales and development work required are on target to fully repay the bank by 31 May 2024.

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

- The company has transferred the significant risks and rewards of ownership to the buyer;

- The company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

- The amount of revenue can be measured reliably;

- It is probable that the company will receive the consideration due under the transaction; and

- The costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

- the amount of revenue can be measured reliably;

- it is probable that the company will receive the consideration due under the contract;

- the stage of completion of the contract at the end of the reporting period can be measured reliably; and

- the costs incurred and the costs to complete the contract can be measured reliably.

Income from sale of properties is recognised where legal contractual obligations are entered into during the period.

The proportion of gross income retained by the company from tote betting and gaming activities is recognised at the time the transaction is completed.

Rental income is recognised in the period to which it relates.

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated deprecation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is not provided on all freehold operating properties where the directors are of the opinion that the buildings concerned are currently sufficiently well maintained to ensure that the residual values of such properties, which are appraised on the basis of prices prevailing at the times of acquisition or subsequent valuation, are not less than the carrying values an accordingly annual depreciation or amortisation would not be material to the consolidated financial statements. In accordance with FRS 102 an impairment review has been carried out to confirm that the residual values of these properties are higher than their carrying value.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Plant & machinery - 2 - 7 years

Assets under construction - not depreciated

The assets' residual values, useful lives and depreciation methods are reviewed and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit and loss.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost less accumulated impairment.

Stocks

Stocks are valued at the lower of cost and net realisable value. Developments are stated at the cost of the land and construction, or net realisable value if lower (determined on the basis of indicative third party interests or valuations).

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Debtors

Short term debtors are measured at transaction price. Less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more then three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Creditors

Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

Provisions for liabilities

Provisions are made where an event has taken place that gives the company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.

Provisions are charged as an expense to profit or loss in the year that the company becomes aware of the obligation, and are measured at the best estimate at the Statement of Financial Position date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.

When payments are eventually made, they are charged to the provision carried in the Statement of Financial Position.

Government grants

Government grants are recognised at the fair value of the asset received or receivable. Grants are not recognised until there is reasonable assurance that the company will comply with the conditions attaching to them and the grants will be received

3.	EMPLOYEES AND DIRECTORS

2023

2022

£

£

Wages and salaries

971,751

994,407

Social security costs

82,300

82,424

Other pension costs

61,655

38,244

1,115,706

1,115,075

The average number of employees during the year was as follows:

2023

2022

Full time and part time

50

64

2023

2022

£

£

Directors' remuneration

80,232

81,318

Directors' pension contributions to money purchase schemes

16,355

17,846

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

1

2

The highest paid director received remuneration of £80,232 (2022: £77,632)

4.	OPERATING PROFIT

The operating profit is stated after charging:

2023

2022

£

£

Hire of plant and machinery

-

23,555

Depreciation - owned assets

15,416

12,879

Auditors' remuneration

19,000

15,000

5.	EXCEPTIONAL ITEMS

Year Ended

Year Ended

30.6.2023

30.06.22

£

£

Exceptional items - release of provision

232,973

259,156

- furlough claims/other income

3,617

69,304

The exceptional items comprise the partial release of the provision made against the holding values of the investment in subsidiary companies (note 10) charged to administrative expenses.This is the result of trading profits generated by a subsidiary company. Furlough claims in prior year have been credited to other operating income.

Year Ended

Year Ended

30.6.2023

30.06.22

£

£

Exceptional items - property development costs (note 20)

846,900

-

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2023

2022

£

£

Bank interest

15,762

14,068

Other interest

430

-

16,192

14,068

7.

TAXATION

Analysis of the tax charge

No liability to UK corporation tax arose for the year ended 30 June 2023 nor for the year ended 30 June 2022.

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2023

2022

£

£

Profit before tax

2,324,763

443,020

Profit multiplied by the standard rate of corporation tax in the UK of 20.500% (2022 - 19%)

476,576

84,174

Effects of:

Expenses not deductible for tax purposes

1,000

1,000

Income not taxable for tax purposes

(369,586

)

(49,240

)

Utilisation of tax losses

(107,990

)

(35,934

)

Total tax charge

-

-

8.

DIVIDENDS

2023

2022

£

£

Ordinary shares of 0.025 each

Interim

11,500,000

-

9.	TANGIBLE FIXED ASSETS

Assets

Freehold

Plant and

under

property

machinery

construction

Totals

£

£

£

£

COST

At 1 July 2022

1,121,754

1,728,946

2,082,378

4,933,078

Additions

4,800

49,019

-

53,819

Disposals

(330,000

)

-

(1,696,146

)

(2,026,146

)

At 30 June 2023

796,554

1,777,965

386,232

2,960,751

DEPRECIATION

At 1 July 2022

-

1,701,064

-

1,701,064

Charge for year

-

15,416

-

15,416

At 30 June 2023

-

1,716,480

-

1,716,480

NET BOOK VALUE

At 30 June 2023

796,554

61,485

386,232

1,244,271

At 30 June 2022

1,121,754

27,882

2,082,378

3,232,014

10.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 July 2022

5,180,356

Movement on group company

balances

(3,708,736

)

At 30 June 2023

1,471,620

PROVISIONS

At 1 July 2022

840,767

Provision written back

(see note 5)

(232,973

)

At 30 June 2023

607,794

NET BOOK VALUE

At 30 June 2023

863,826

At 30 June 2022

4,339,589