REGISTERED NUMBER: 01006047 (England and Wales)

SIMON JERSEY LTD

STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2017

Page

Company Information

1

Strategic Report

2

to

3

Report of the Directors

4

to

5

Report of the Independent Auditors

6

to

7

Income Statement

8

Other Comprehensive Income

9

Statement of Financial Position

10

Statement of Changes in Equity

11

Notes to the Financial Statements

12

to

19

DIRECTORS:

K B Traynor

P J Kenny

M Russo

G R Walker

SECRETARY:

P J Kenny

REGISTERED OFFICE:

The Forum Hercules Business Park

Bird Hall Lane

Cheadle Hulme

Stockport

Cheshire

SK3 0UX

REGISTERED NUMBER:

01006047 (England and Wales)

AUDITORS:

Duncan & Toplis Limited, Statutory Auditor

14 All Saints Street

Stamford

Lincolnshire

PE9 2PA

The directors present their strategic report for the year ended 31 December 2017.

REVIEW OF BUSINESS

Simon Jersey are one of the pioneers of the corporate clothing industry, with over 40 years of experience designing

market leading innovative garments that project a strong brand image for clients. Supplying off the shelf and bespoke

corporate uniforms to sectors including leisure, hospitality, catering, healthcare, beauty and retail, Simon Jersey offer

clients a fully managed service which encompasses Product Design, Development and Production through to

Forecasting, Inventory Management and Supply. We strive to ensure our garments and our service are always of the

highest quality.

Simon Jersey can boast a wide range of Blue Chip clients including Global brands and many household names across

the wide range of industry sectors supported. Our bespoke ranges are worn by clients ranging from Hotel Groups to

High Street Retail, from Facilities Management to Travel & Leisure. Our Simon Jersey Catalogue ranges support in

excess of 50,000 customers annually and can be seen on most UK High streets in establishments ranging from Doctors

& Dentists to Beauticians, Building Societies and Restaurants.

It has been a difficult year, the lower 'year on year' margins declared for the year-ended 31 December 2017 reflect

significant additional post year-end stock provisioning, identified as necessary by the new management team. The

management team are delving deep into the business to lay solid foundations for growth. The markets we compete in

demand outstanding value, relevant innovation and fast accurate response and the business is focussed on delivering

this during 2018.

PRINCIPAL RISKS AND UNCERTAINTIES

The company reviews its risks regularly and considers the principal risk that it faces is the successful renewal of

customer contracts which are subject to periodic competitive tender.

The company is also exposed to the risk of changes in the market prices for the commodities it uses in clothing

manufacturing.

The financial risks that the company is exposed to, as well as the policies for managing these risks are detailed below:

Credit risk

The company manage the credit risk by maintenance of appropriate credit control procedures.

Foreign currency risk

The company's transactions are a mixture of Sterling, Euros and US Dollars. The company aims to hedge the currency

exposure by equalising the purchases and sales of goods and services in the foreign currencies. The group is

investigating further ways to mitigate this risk.

KEY PERFORMANCE INDICATORS

Management monitor the performance of the operations compared to budget and forecast.

KPI's monitored on a daily basis are:

- Sales volume and value

- Order Intake

- Customer Service levels - OTIF

- Quality

KPI's monitored monthly/weekly are the above plus:

- Profit and cash generation

- Overheads and non-product costs

- Customer underwritten inventory levels

- Overtime and absenteeism rates

- Health & Safety performance - accidents and near misses etc

ON BEHALF OF THE BOARD:

G R Walker - Director

28 September 2018

The directors present their report with the financial statements of the company for the year ended 31 December 2017.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the design, supply and manufacture of

clothing for business and industry.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2017.

DIRECTORS

The directors who have held office during the period from 1 January 2017 to the date of this report are as follows:

J R Saunders - resigned 10 October 2017

K B Traynor - appointed 7 August 2017

P J Kenny , M Russo and G R Walker were appointed as directors after 31 December 2017 but prior to the date of this report.

R S Walker ceased to be a director after 31 December 2017 but prior to the date of this report.

FINANCIAL INSTRUMENTS

At the year end the company's financial instruments comprised of loans from the company's ultimate parent

company, cash and liquid resources and various items such as trade debtors and trade creditors that arise directly

from operations.

It is, and has been throughout the period under review, the company's policy that no trading in financial instruments

shall be undertaken.

The company manages the risks of financial instruments as set out in the Strategic Report. Other than the details

there the company's use of financial instruments is not material for the assessment of the assets, liabilities, financial

position and profit of the company.

GOING CONCERN

At the statement of financial position date the company has a strong net current asset position, however, the

company also has net liabilities at the statement of financial position date, due to an historic loan with the ultimate

parent company, associated with the original purchase.

A formal agreement is in place over this loan with no repayments required and a notice period of not less than one

year and one day. At the date of this report the notice period has not been triggered. The ultimate parent company

has indicated that this notice period will not be triggered for at least the foreseeable future.

The parent group, Best Dressed Group, is a financially secure group with very limited external debt aside from the

ultimate shareholder.

The ultimate shareholder has confirmed his continued financial support for the group's restructuring, until such time

as the company returns to a cash generative position, and at least twelve months from the date of this report.

The directors, having considered the above and made due enquiries, continue to adopt the going concern basis in

preparing the financial statements.

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;

-	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.

ON BEHALF OF THE BOARD:

G R Walker - Director

28 September 2018

Opinion

We have audited the financial statements of Simon Jersey Ltd (the 'company') for the year ended 31 December 2017

which comprise the Income Statement, Other Comprehensive Income, Statement of Financial Position, 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 31 December 2017 and of its loss 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

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to

you where:

-	the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or

-

the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.

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 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, 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.

Opinion 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 five, 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.

A further description of our responsibilities for the audit of the financial statements is located on the Financial

Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of

the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the

Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those

matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent

permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's

members as a body, for our audit work, for this report, or for the opinions we have formed.

Mark Hindmarch BSc ACA (Senior Statutory Auditor)

for and on behalf of Duncan & Toplis Limited, Statutory Auditor

14 All Saints Street

Stamford

Lincolnshire

PE9 2PA

28 September 2018

TURNOVER

3

21,911,165

20,639,657

Cost of sales

(16,880,629

)

(12,188,961

)

GROSS PROFIT

5,030,536

8,450,696

Distribution costs

(1,834,454

)

(1,564,175

)

Administrative expenses

(8,001,979

)

(7,269,424

)

OPERATING LOSS

5

(4,805,897

)

(382,903

)

Restructuring

6

(182,821

)

(232,386

)

(4,988,718

)

(615,289

)

Interest receivable and similar income

-

88

(4,988,718

)

(615,201

)

Interest payable and similar expenses

7

(6,688

)

-

LOSS BEFORE TAXATION

(4,995,406

)

(615,201

)

Tax on loss

8

-

-

LOSS FOR THE FINANCIAL YEAR

(4,995,406

)

(615,201

)

LOSS FOR THE YEAR

(4,995,406

)

(615,201

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(4,995,406

)

(615,201

)

FIXED ASSETS

Tangible assets

9

2,427,276

2,539,105

Investments

10

-

-

2,427,276

2,539,105

CURRENT ASSETS

Stocks

11

7,205,525

7,912,127

Debtors

12

6,908,134

7,572,934

Cash at bank

780,156

1,444,919

14,893,815

16,929,980

CREDITORS

Amounts falling due within one year

13

(7,073,975

)

(5,325,563

)

NET CURRENT ASSETS

7,819,840

11,604,417

TOTAL ASSETS LESS CURRENT LIABILITIES

10,247,116

14,143,522

CREDITORS

Amounts falling due after more than one year

14

(15,264,335

)

(14,165,335

)

NET LIABILITIES

(5,017,219

)

(21,813

)

CAPITAL AND RESERVES

Called up share capital

17

5,084,956

5,084,956

Capital redemption reserve

18

65,044

65,044

Other reserves

18

5,115,656

5,115,656

Retained earnings

18

(15,282,875

)

(10,287,469

)

SHAREHOLDERS' FUNDS

(5,017,219

)

(21,813

)

The financial statements were approved by the Board of Directors on 28 September 2018 and were signed on its behalf by:

G R Walker - Director

Called up

Capital

share

Retained

redemption

Other

Total

capital

earnings

reserve

reserves

equity

£

£

£

£

£

Balance at 1 January 2016

5,084,956

(9,045,209

)

65,044

5,115,656

1,220,447

Prior year adjustment

-

(627,059

)

-

-

(627,059

)

As restated

5,084,956

(9,672,268

)

65,044

5,115,656

593,388

Changes in equity

Total comprehensive income

-

(615,201

)

-

-

(615,201

)

Balance at 31 December 2016

5,084,956

(10,287,469

)

65,044

5,115,656

(21,813

)

Changes in equity

Total comprehensive income

-

(4,995,406

)

-

-

(4,995,406

)

Balance at 31 December 2017

5,084,956

(15,282,875

)

65,044

5,115,656

(5,017,219

)

1.	STATUTORY INFORMATION

Simon Jersey Ltd 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.

The presentation currency of the financial statements is the Pound Sterling (£).

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.

The financial statements have been prepared in accordance with applicable accounting standards and under

the historical cost accounting rules.

The significant accounting policies applied in the preparation of these financial statements are set out below.

These policies have been consistently applied to all years presented unless otherwise stated.

Going concern

At the statement of financial position date the company has a strong net current asset position, however, the

company also has net liabilities at the statement of financial position date, due to an historic loan with the

ultimate parent company, associated with the original purchase.

A formal agreement is in place over this loan with no repayments required and a notice period of not less than

one year and one day. At the date of this report the notice period has not been triggered. The ultimate parent

company has indicated that this notice period will not be triggered for at least the foreseeable future.

The parent group, Best Dressed Group, is a financially secure group with very limited external debt aside from

the ultimate shareholder.

The ultimate shareholder has confirmed his continued financial support for the group's restructuring, until

such time as the company returns to a cash generative position, and at least twelve months from the date of

this report.

The directors, having considered the above and made due enquiries, continue to adopt the going concern basis

in preparing the financial statements.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions 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;

•

the requirement of Section 33 Related Party Disclosures paragraph 33.7.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The

Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party

transactions with wholly owned subsidiaries within the group.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts,

rebates, value added tax and other sales taxes.

Revenue is recognised on delivery. Revenue from a major uniform rollout is recognised when individual

consignments of finished goods have been accepted by the customer.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Freehold property

-

2% on cost

Short leasehold

-

over the term of the lease

Plant and machinery

-

33% on cost, 25% on cost, 20% on cost and 10% on cost

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost less any provision for impairment.

Stocks

Stocks are stated at the lower of cost and fair value less costs to complete and sell after making due allowance

for slow moving and obsolete items.

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 statement of financial position date.

Deferred tax

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

statement of financial position 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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the

statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate

of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the

operating result.

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.

Critical accounting judgements and estimation uncertainty

In the application of the Company's accounting policies, management is required to make judgements,

estimates and assumptions about the carrying value of assets and liabilities that are not readily apparent from

other sources. The estimates and underlying assumptions are based on historical experience and other factors

that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting

estimates are recognised in the period in which the estimate is revised if the revision affects only that period,

or in the period of the revision and future periods if the revision affects both current and future periods.

There are currently no key sources of estimation uncertainty that have a significant effect on the amounts

recognised in the financial statements.

Financial instruments

The company has adopted the Sections 11 and 12 of FRS 102 in respect of financial instruments.

Basic financial assets, including trade and other debtors and cash and bank balances are initially recognised at

transaction price, unless the arrangement constitutes a financing transaction, where the transaction is

measured at the present value of the future receipts discounted at a market rate of interest.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective

evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying

amount and the present value of the estimated cash flows discounted at the asset's original effective interest

rate. The impairment loss is recognised in profit or loss.

Basic financial liabilities, including trade and other creditors, bank loans, loans from fellow group companies

and preference shares that are classified as debt, are initially recognised at transaction price, unless the

arrangement constitutes a financing transaction, where the debt instrument is measured at the present value

of the future receipts discounted at a market rate of interest.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of

business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year

or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at

transaction price and subsequently measured at amortised cost using the effective interest method.

3.

TURNOVER

The turnover and loss before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

2017

2016

£

£

United Kingdom

16,774,562

16,382,594

Export

5,136,603

4,257,063

21,911,165

20,639,657

4.	EMPLOYEES AND DIRECTORS

2017

2016

£

£

Wages and salaries

3,640,363

3,616,822

Social security costs

308,344

310,968

Other pension costs

135,221

159,066

4,083,928

4,086,856

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

2017

2016

Manufacturing and warehouse

25

26

Office, management and selling

116

123

141

149

2017

2016

£

£

Directors' remuneration

165,631

130,452

Directors' pension contributions to money purchase schemes

11,533

13,732

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

Money purchase schemes

1

1

5.	OPERATING LOSS

The operating loss is stated after charging/(crediting):

2017

2016

£

£

Hire of plant and machinery

61,313

61,706

Depreciation - owned assets

211,720

188,408

Auditors' remuneration

9,155

17,724

Foreign exchange differences

(38,892

)

(164,977

)

6.	EXCEPTIONAL ITEMS

2017

2016

£

£

Restructuring

(182,821

)

(232,386

)

Exceptional costs are post integration reorganisation costs incurred during the year.

7.

INTEREST PAYABLE AND SIMILAR EXPENSES

2017

2016

£

£

Loan

6,688

-

8.

TAXATION

Analysis of the tax charge

No liability to UK corporation tax arose for the year ended 31 December 2017 nor for the year ended

31 December 2016.

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is

explained below:

2017

2016

£

£

Loss before tax

(4,995,406

)

(615,201

)

Loss multiplied by the standard rate of corporation tax in the UK of 19% (2016 - 20%)

(949,127

)

(123,040

)

Effects of:

Unrelieved tax losses and other deductions

949,127

123,040

Total tax charge

-

-

9.	TANGIBLE FIXED ASSETS

Freehold

Short

Plant and

property

leasehold

machinery

Totals

£

£

£

£

COST

At 1 January 2017

3,033,530

108,307

10,156,724

13,298,561

Additions

11,707

-

143,975

155,682

Disposals

-

-

(5,164,002

)

(5,164,002

)

At 31 December 2017

3,045,237

108,307

5,136,697

8,290,241

DEPRECIATION

At 1 January 2017

963,866

108,307

9,687,283

10,759,456

Charge for year

68,631

-

143,089

211,720

Eliminated on disposal

-

-

(5,163,656

)

(5,163,656

)

Impairments

55,445

-

-

55,445

At 31 December 2017

1,087,942

108,307

4,666,716

5,862,965

NET BOOK VALUE

At 31 December 2017

1,957,295

-

469,981

2,427,276

At 31 December 2016

2,069,664

-

469,441

2,539,105

Included in cost of land and buildings is freehold land of £ 281,548 (2016 - £ 281,548 ) which is not

depreciated.