Notes to the Company Accounts

Notes to the Company Accounts
1
Significant accounting policies
Basis of accounting
The separate financial statements of the company are presented as required by the Companies Act 2006. They have been prepared
under the historical cost convention and in accordance with United Kingdom Accounting Standards and law.
The principal accounting policies are summarised below. They have all been applied consistently throughout the period and the
preceding period.
Investments
Fixed asset investments in subsidiaries and associates are shown at cost less provision for impairment.
Bank borrowings
Interest bearing bank loans and overdrafts are recorded at the proceeds received. Finance charges are accounted for on an
accruals basis in the profit and loss account using the effective interest rate method.
Cash flow
The company has taken advantage of the exemption from producing a cash flow statement afforded by FRS 1 (Revised) because
the group accounts include a consolidated cash flow statement.
Taxation
Corporation tax payable is provided on taxable profits at the current rate.
2
Profit for the period
As permitted by section 408 of the Companies Act 2006 the company has elected not to present its own profit and loss account for
the period. N Brown Group plc reported a profit for the financial period ended 26 February 2011 of £34.8m (2010, profit £31.1m).
The non executive directors’ remuneration was £207,000 (2010, £182,000) and six non executive directors were remunerated
(2010, six). The executive directors were remunerated by a subsidiary company in both years.
The auditor’s remuneration for audit services to the company of £10,000 (2010, £10,000) was borne by subsidiary undertakings.
3
Fixed asset investment
£m
Cost and net book value
At 26 February 2011 and at 27 February 2010
267.9
The company and group has investments in the following subsidiaries and joint ventures which principally affected the profits or net
assets of the group. All are held indirectly. To avoid a statement of excessive length, details of investments which are not significant
have been omitted.
Company
Principal activity
J D Williams & Co. Limited
Oxendale & Co. Limited
J D W Finance Limited
N B Insurance Guernsey Limited
Gray & Osbourn Limited
Figleaves Global Trading Limited
70
Direct home shopping retailer
Direct home shopping retailer
Financing and ancillary services
Insurance services
Direct home shopping retailer
Direct home shopping retailer
N Brown Group plc Annual Report & Accounts 2011
Country of Proportion
incorporation held by the
and operation
group (%)
England
Republic of Ireland
England
Guernsey
England
England
100
100
100
100
100
100
Notes to the Company Accounts
4 Debtors
2011
£m
2010
£m
Amounts falling due within one year:
Amounts owed by group undertakings
Prepayments and accrued income
103.3
0.1
103.1
0.2
103.4
103.3
5 Creditors
2011
£m
2010
£m
Amounts falling due within one year:
Bank loans and overdrafts
Trade creditors
Amounts owed to group undertakings
Accruals and deferred income
55.2
1.0
213.6
0.2
2.0
0.7
229.1
1.2
270.0
233.0
6 Bank loans
2011
£m
2010
£m
Bank overdrafts
Bank loans
15.2
40.0
2.0
40.0
55.2
42.0
The borrowings are repayable as follows:
On demand within one year
In the second year
In the third to fifth year
55.2
–
–
2.0
40.0
–
Less: amounts due for settlement within 12 months (shown under current liabilities)
55.2
(55.2)
42.0
(2.0)
–
40.0
Amounts due for settlement after 12 months
The company has unsecured bank loans of £40m (2010, £40m) drawn down under a medium term bank revolving credit facility
committed until January 2012.
At 26 February 2011, the company had available £80m (2010, £80m) of undrawn committed borrowing facilities in respect of
which all conditions precedent had been met.
The weighted average interest rate paid were as follows:
2011
%
2010
%
Bank overdrafts
2.5
1.5
Bank loans
1.0
1.2
N Brown Group plc Annual Report & Accounts 2011
71
Notes to the Company Accounts
7 Share capital
2011
Number
2010
Number
2011
£m
2010
£m
Authorised Ordinary shares of 111/19p each
352,857,142 352,857,142
39.0
39.0
Allotted, called-up and fully paid
Ordinary shares of 111/19p each
At 27 February 2010
Ordinary shares issued
278,404,714
2,024,740
274,104,714
4,300,000
30.8
0.2
30.3
0.5
At 26 February 2011
280,429,454
278,404,714
31.0
30.8
During the year 2,024,740 (2010, 4,300,000) ordinary shares were issued to the N Brown Group Employee Share Ownership Trusts
for £223,784 (2010, £475,263). Movements in share capital during the year relate to the exercise of share options. The company has
one class of ordinary share which carry no right to fixed income.
Share
capital
8 Reconciliation of movements in shareholders’ funds and reserves
£m
Profit
and loss
account
£m
Total
£m
Balance at 28 February 2009
Dividends paid
Profit for the financial period
Increase in share capital
30.3
–
–
0.5
11.0
–
–
–
55.0
(29.7)
31.1
–
96.3
(29.7)
31.1
0.5
Balance at 27 February 2010
30.8
11.0
56.4
98.2
Dividends paid
Profit for the financial period
Increase in share capital
–
–
0.2
–
–
–
(31.9)
34.8
–
(31.9)
34.8
0.2
31.0
11.0
59.3
101.3
At 26 February 2011
9
Share
premium
account
£m
Guarantees
Parent company borrowings which at 26 February 2011 amounted to £15.2m (2020, £2.0m) have been guaranteed by certain
subsidiary undertakings.
10 Related party transactions
The company has taken advantage of the exemption under FRS8 not to disclose transactions and balances with other
group companies.
72
N Brown Group plc Annual Report & Accounts 2011
Shareholder Information
Financial Timetable
2010
2011
12 October
10 December
7 January
26 February
10 May
31 May
1 July
5 July
29 July
Announcement of interim results
Closing of register for interim dividend
Payment of interim dividend
Financial year-end
Preliminary announcement of annual results
Publication of 2011 annual report and accounts
Closing of register for final dividend
Annual general meeting
Payment of final dividend
Registered Office
Griffin House
40 Lever Street
Manchester
M60 6ES
Registered No. 814103
Telephone 0161 236 8256
Registrars
Capital IRG plc
The Registry
34 Beckenham Road
Beckenham
Kent BR3 4TU
Telephone 0871 664 0300
(Calls cost 10 pence per minute plus network extras)
Bankers
HSBC Bank plc
The Royal Bank of Scotland plc
Solicitors
Pinsent Masons LLP
Eversheds LLP
Addleshaw Goddard LLP
Auditors
Deloitte LLP
P O Box 500
2 Hardman Street
Manchester
M60 2AT
Stockbrokers
Credit Suisse Securities (Europe) Ltd
RBS Hoare Govett Limited
Shareholder benefits
Subject to certain conditions, shareholders are entitled to a 20% privilege discount off the selling price of consumer merchandise in
any of the group catalogues. Shareholders interested in these facilities should write for further information to the Company Secretary,
N Brown Group plc, Griffin House, 40 Lever Street, Manchester, M60 6ES stating the number of shares held and the catalogue or
product of interest.
Capital gains tax
For the purpose of capital gains tax, the value of the company’s ordinary shares of 10p each was 6.40625p per share on 31 March
1982 and 1.328125p on 6 April 1965.
For more information and latest news on the group, visit www.nbrown.co.uk
Design Elmwood www.elmwood.com
Our brands
Young (30-45)
Midlife (45-65)
Elderly (65+)
fashionworld.co.uk
jdwilliams.co.uk
julipa.com
simplybe.co.uk
ambrosewilson.com
heathervalley.com
simplyyours.co.uk
marisota.co.uk
specialcollection.com
jacamo.co.uk
oxendales.com
nightingales.com
figleaves.com
oxendales.ie
grayandosbourn.co.uk
classicconfidence.co.uk
fiftyplus.co.uk
newnow.co.uk
premierman.com
vivaladiva.com
shoetailor.com
thebrilliantgiftshop.co.uk
shapelyfigures.com
naturallyclose.co.uk
classicdetail.co.uk
homeshoppingdirect.com
inspirationalhome.co.uk
discountworld.com
houseofbath.co.uk
crazyclearance.co.uk
homeessentials.co.uk
williamsandbrown.co.uk
thatsmystyle.co.uk
fabrici.com
highandmighty.co.uk
Griffin House
40 Lever Street
Manchester
M60 6ES
www.nbrown.co.uk