Annual Report & Financial Statements
for the 52 weeks ended 28 September 2024
2024
Strategic Report
1
Contents
Strategic Report
Directors and Advisers
2
Chief Executive’s Report
3
Financial Review
8
Key Performance Indicators
10
Principal Risks and Uncertainties
11
Governance
Corporate Governance Statement
15
Board of Directors
23
Remuneration Report
24
Directors’ Report
28
Independent Auditor’s Report to the members of Shoe Zone plc 42
Financial Statements
Consolidated Income Statement
49
Consolidated Statement of Total Comprehensive Income
50
Consolidated Statement of Financial Position
51
Consolidated Statement of Changes in Equity
52
Consolidated Statement of Cash Flows
53
Notes to the Financial Statements
54
Company Statement of Financial Position
94
Company Statement of Changes in Equity
95
Notes to the Company Financial Statements
96
Shareholder Information
Notice of Annual General Meeting
99
This document is important and requires your immediate attention. If you are in any doubt
as to the action you should take, you should contact an appropriate independent advisor
authorised under the Finanical Services and Markets Act 2000 (as amended) immediately. If you
have sold or otherwise transferred all of your shares in Shoe Zone plc you should forward this
document to the purchaser or transferee, or to the stockbroker, bank or other agent through
whom the sale or transfer was affected for transmission to the purchaser or transferee.
Strategic Report
2
Directors
A E P Smith (Resigned 15 April 2024)
J C P Smith
T M Boot
M J Collins
V J Norrish
Secretary
C A Bowen
Registered office
Haramead Business Centre
Humberstone Road
Leicester
LE1 2LH
Auditor
Cooper Parry Group Limited
East Midlands Office
Sky View, Argosy Road
East Midlands Airport
Derby
DE74 2SA
Bankers
NatWest
1 Granby Street
Leicester
LE1 9GT
Registrar
MUFG Corporate Markets
(previously known as Link Group)
PXS 1
Central Square
29 Wellington Street
Leeds
LS1 4DL
Solicitors
Dickson Minto
16 Charlotte Square
Edinburgh
EH2 4DF
Corporate broker
Zeus Capital Ltd
10 Old Burlington Street
London
W1S 3AG
Directors and Advisers
Strategic Report
3
Shoe Zone had a good year, essentially split into two halves. The first
six months saw strong and consistent trading performance, followed by
disappointing store sales in the second half of the year, due to a weakening
of consumer confidence and unseasonal weather conditions, particularly
during peak summer. That said, the key back to school trading in the
second half was positive, and ahead of the previous year and another
strong year of Digital growth. Once again, I thank our incredible teams
for their continued hard work and support.
Revenues in the year were £161.3m (2023: £165.7m), a decrease of 2.7%. Within this, stores
were £125.6m (2023: £134.8m), a decrease of 6.8% from 26 fewer stores. Digital revenues were
£35.2m (2023: £30.9m), an increase of 13.9%.
Profit before tax decreased to £10.1m (2023: £16.2m). On an adjusted basis (as defined on page
6, profit before tax decreased by 39.4% to £10.0m (2023: £16.5m).
Our business strategy of investment in our new format stores accelerated, and we completed 55
refits and relocations in the financial year, with continued investment in our Digital platform. This
in part contributed to a lower net cash position at the end of the year of £3.6m (2023:16.4m).
New Formats
In total we completed 55 projects in the year, being 28 refits and 27 relocations, reducing our
original Shoe Zone format to 112 (2023: 188). We closed 53 stores, 27 of which were relocated.
We ended the year with 185 new format, larger stores (2023: 135), generating revenue of £85.2m
(2023: £64.8m) and a contribution of £14.6m (2023: £12.4m). (As defined on page 8).
The new format stores continue to trade well and are key to the property portfolio transformation
over the next 2 years, as we continue to refit and relocate the original Shoe Zone formats. At the
end of this programme, capital expenditure is expected to reduce significantly.
Digital
Digital continues to be a key focus of our strategy and has traded strongly over the last 12
months. Revenue increased by 13.9% which was ahead of management expectations, driven by
a higher conversion rate, as a result of the introduction of free next day delivery for all shoezone.
com orders, a 29.5% increase in Amazon revenue and further investment in our online exclusive
range and additional range extensions. We continue to invest in the infrastructure and gained
a full year benefit of the increased productivity and throughput provided by the auto bagging
machines installed last year.
Digital contribution was £9.0m (2023: £8.6m), with product margin achieved of 61.2% (2023:
60.3%). (As defined on page 8).
Chairman’s Report
Strategic Report
4
The email database grew to 1.43m (2023: 1.32m) of engaged members with our shoezone.com
conversion rate growing to 6.0% (2023: 5.1%). Shoezone.com revenue was up 3.8% to £19.2m
(2023: £18.5m), Amazon revenue up 28.9% to £14.7m (2023: £11.4m and eBay revenue was up
30% to £1.3m (2023: £1.0m).
The returns rate for the year improved to 11.4% (2023: 11.8%).
Product
Our new format stores stock approximately 600 styles per season, 50% of which are branded. As
we refit and relocate existing stores to our new formats, the branded mix will continue to form a
higher proportion of overall sales, with 23.2% of sales now from branded products (2023: 18.7%).
Our Digital shoehub platform offers the full store ranges plus approximately 1,400 online
exclusive styles per season which we continue to invest in.
Property
We ended the period trading from 297 stores (2023: 323), having closed 53 and opened/
relocated 27 and refitted a further 28 existing stores to our new formats.
Our average lease length is 2.5 years (2023: 2.2 years), the increase is due to the opening speed
of new 5 year leases. The property market remains favourable for us as we continue to maximise
our portfolio over the next 2 years.
Total capital expenditure was gross £11.5m, and net of rent free’s received was £10.1m (2023:
£9.6m), of which £8.1m was for our refit and relocation programme.
We achieved rent reductions on 35 store renewals and re-gears of £0.4m (2023: £0.7m) on an
annualised basis, an average reduction of 21% (2023: 53 reviews with an average 31% reduction).
Dividend
An interim dividend of 2.5 pence per share was paid out in August 2024, and will be the only
dividend paid for the financial year ended 28 September 2024. No further or final dividend will
be paid in respect of the year ended 28 September 2024, as management deem it prudent from
a cash management perspective, and continue to pursue a progressive dividend policy for future
years where deemed appropriate.
Chairman’s Report
CONTINUED
Strategic Report
5
Outlook
Trading conditions in Q1 of the new financial year continued to be challenging, due to a mixture
of mild seasonal weather conditions and a cautious consumer environment. The Governments
October budget will impact the profitability of the second half of our new financial year, as
we will incur additional costs due to the increases in the National Living Wage and National
insurance. We will look to mitigate this impact, but don’t have the capacity to absorb this level of
unexpected cost inflation. As a result, the Board have downgraded our full year adjusted profit
before tax expectation to not less than £5.0m from £10.0m.
Capital expenditure
We forecast to spend in the region of £7.5m in the next financial year to include 35 store projects
(14 refits and 21 relocations), Head Office infrastructure changes, IT projects and vehicles.
Property
We continue to transform our property portfolio with relocations and new stores being partially
funded by landlords through rent free periods, typically 12 months. We aim to have completed
the transformation of our stores by the end of the 2026 calendar year.
Digital
We will continue to invest in our Digital Shoehub platform and in the next 12 months we will
launch a new mobile App, add further payment options including Apple Pay and Google Pay
and continue to expand our customer offering through expansion of our online exclusive ranges.
Product
We expect product margins to reduce as we forecast a full year of higher container rates, partially
offset by an improved Sterling to Dollar exchange rate. Our buying and shipping teams are
doing an exceptional job of managing the direct from factory supply chain, which is still volatile,
but are confident that we are performing better than the market average.
Conclusion
A lot of the work undertaken in the last three years underpins our strategy and evidenced by the
profitable results in the last few years, we will continue to re-model our property portfolio with
the aim to have no original Shoe Zone stores by the end of 2026.
The pipeline of property projects gives us confidence that our strategic plans can be met over
the next two years.
People form a key part of our business success as we look forward to the next generation of our
strategy. We will continue to invest in our team by increasing training and career development
opportunities.
I would like to thank all of our Shoe Zone Team for their amazing support and commitment over
the last twelve months.
Chairman’s Report
CONTINUED
Strategic Report
6
Director’s statement of compliance with the duty to promote the
success of the group (Section 172(1) statement)
The Directors have acted in a way that they consider, in good faith, that promotes the success
of the Group for the benefit of its members as a whole, and in doing so have given regard to
(amongst other matters):
External relationships
The vast majority of the Group’s products are manufactured overseas in China and to a lesser
extent in India and Europe. As a result, the Group is subject to the risks associated with
international trade, particularly those common in the importation of goods from developing
countries, including the imposition of taxes or other charges on imports, compliance with and
changes to import restrictions and regulations, and exposure to different legal standards and the
burden of complying with a variety of foreign laws and changing foreign government policies.
The Group’s policy for the payment of suppliers is to agree payment terms in advance and to
abide by such terms.
The Group continually develops strategies to further improve its strong relationship with its
suppliers.
Our people
Our long-term success depends on looking after the best interests of our employees, customers,
shareholders and suppliers.
All employees are able to contribute to the ongoing success of the business through regular
contact between management and employees. We promote equal opportunities and do not
tolerate discrimination of any kind. We operate a non-contractual profit share scheme that
rewards employees based on the overall company profit performance. Details on the number of
people employed can be found in note 7 of the financial statements.
The Board meets regularly and communicates with our people on a regular basis to ensure they
all understand our strategic objectives both short and long-term.
Charity
We donated £256,000 to charitable causes. These donations are mainly targeted at children in
poverty/difficult circumstances locally, nationally and internationally and delivered via The Shoe
Zone Trust and we commit to contributing at least 2% of profits into the trust each year, as well
as all funds received from the sales of carrier bags.
Chairman’s Report
CONTINUED
Strategic Report
7
Environment
We recognise the impact of our activities on the environment. We continually review our
consumption of single use plastics and have eliminated them in all own label products. We recycle
all cardboard and plastic waste from our stores and Head Office. We use sea transportation to
reduce emissions, the electricity we use comes from 100% renewable sources, our distribution
centre is powered by solar panels, gas boilers are being replaced by heat pumps in a number of
stores, we have replaced old lighting with more efficient LED lighting and our company car fleet
is either hybrid or fully electric. We aim to reduce consumption on everything we use as the best
way to reduce our carbon footprint.
Political donations
During its last financial period the Group made no political donations and incurred no political
expenditure. The Group does not intend to make any such donations or incur any such
expenditure this year.
Chairman’s Report
CONTINUED
Strategic Report
8
In the 52 weeks to 28 September 2024, total revenues were £161.3m
(2023: £165.7m) a decrease of 2.7%. We ended the year with 297
stores (2023: 323) having closed 53, opened 27 and refitted a further
28 existing Shoe Zone stores.
Profit before tax was £10.1m (2023: £16.2m), adjusted by a foreign exchange gain on revaluation
(£0.1m), therefore an adjusted Profit before Tax of £10.0m (2023: £16.5m) a decrease of 39.4%.
The year-on-year decrease is primarily due to weak second half trading, due to unseasonal
weather conditions, particularly in peak summer, an increase in energy prices, depreciation
charged, due to the higher capital expenditure, and the National Living Wage increase.
Digital revenues were £35.2m (2023: £30.9m) an increase of 13.9%, which was ahead of
management expectations, due to the introduction of free next day delivery for all Shoezone.com
orders, a subsequent increase in conversion rates and an increase in Amazon sales. Contribution
from Digital was £9.0m (2023: £8.6m) in the year.
Product margins were ahead of last year at 62.8% (2023: 62.1%). This increase is due to a
reduction in container prices for part of the year, as prices at the beginning of 2023 were high,
but we started to see price increases in the second half of 2024, a more favourable Sterling to
Dollar exchange rate, partly offset by a higher mix of lower margin branded product.
Statutory gross profit reduced by £5.3m to £35.5m, with a gross profit margin of 22% (2023:
£40.9m, 24.7%). The reduction reflects the sales decrease and increases in the depreciation
charged and higher digital sales related costs, offset by a reduction in store occupancy costs and
lower stock purchases.
Admin expenses reduced by £0.3m to £18.5m (2023: £18.8m) due to reductions in the company
profit share payout and foreign exchange losses, offset by increases in wage costs, repair costs
and digital costs.
Distribution costs increased by £0.4m to £5.7m (2023: £5.3m), due to higher warehouse and
distribution wages as a result of the National Living Wages increase.
The corporation tax charge through the Income Statement is £2.7m (2023: tax charge of £3.0m).
Earnings per share are 16.04p (2023: 27.79p).
Stock levels increased by £4.1m to £37.9m (2023: £33.8m), which is due to earlier timing of
deliveries of Winter 2024 product, an increase in the proportion of higher value branded product
we have in stock compared to last year and higher carrying stock of core Summer 2024 product
which will form part of our Summer 2025 range.
Capital expenditure was maintained at £11.5m (2023: £11.4m) as we continued our programme
of store relocations and refits to expand our new formats. We also invested £1.3m in our central
distribution centre to further improve our Digital efficiency and a further £1.2m on our vehicle
fleet. This total is the gross value expended and is partially offset by c.£1.4m of rent-free cash
received via landlords when we opened stores, typically 12 months.
Financial Review
Strategic Report
9
At the year-end the net cash was £3.6m (2023: £16.4m). The decrease in cash was due to
dividends paid £8.0m (2023: £8.2m), and capital expenditure, £11.5m (2023: £11.4m), offset by
the cash generated from profitable operations.
The Shoe Zone pension scheme is in a surplus of £0.5m (2023: surplus of £0.5m). This has remained
stable because of the Groups asset-liabilities matching strategies. The scheme’s liabilities are
covered by the buy-in contracts (purchase of the buy-in contracts with Rothesay on 2 March
2023), therefore the change in the liabilities was almost exactly matched by a corresponding
change in the insured assets. The Shoe Zone Pension Scheme asset is not recognised in the
statement of financial position. The Shoefayre scheme is now in deficit of £1.6m (2023: deficit
of £2.1m). The reduction is due to a better investment return, increasing the scheme’s assets, a
favourable change in mortality rates and a slight reduction in future inflation expectations.
The Group uses derivative financial instruments, typically forward exchange contracts, to hedge
the risk of future foreign currency fluctuations. The hedging policy enables the effective portion
of changes in the fair value of designated derivatives to be recognised in other comprehensive
income. Historically these movements would have been recognised in the Income Statement.
Further information can be seen in accounting policies in note 1.
Financial Review
Performance measures
The Directors have adopted Alternative Performance Measures (APM’s). APM’s should be
considered in addition to UK adopted international accounting standards (“UK IAS”) measures.
The Directors believe that the following measures provide a clear indication of the underlying
performance of the group, in addition to the reported numbers. They are not recognised profit
measures under UK IAS, and may not be directly compared with ‘adjusted’ or alternative profit
measures used by other companies.
CONTINUED
ONLINE PARTICIPATION %
21.8%
2023: 18.7%
Online sales as a percentage of total sales. Online sales
exclude orders placed in store.
The online participation increased to 21.8% (2023: 18.7%). This performance reflects
the continued investment in the digital platform and is higher than management
expectations.
PRODUCT MARGIN %
62.8%
2023: 61.2%
Product margin expressed as a percentage of revenue,
less cost of goods sold. This is reported within the cost of
sales in the income statement.
Product margins were 62.8% (2023: 61.2%). This increase is due to lower container
prices at the start of the year, although prices started to increase from March 2024
onwards, and a more favourable Sterling to Dollar exchange rate.
2023: 27.79p
Strategic Report
10
Note: The total contribution we report in note 8 (UK stores £22.2m, Digital £9.0m) totals £31.2m.
The gross profit reported in the income statement is £35.5m. The £4.3m difference relates to digital
marketing and payment service provider costs, which we report as a cost within contribution, but
on a statutory basis these costs are reported in administration fees in the financial statements.
CONTRIBUTION
£22.2m
2023: £30.5m
Contribution is product margin less sales related costs, for
stores and digital channels.
UK store contribution reduced by 27.2% to £22.2m (2023: £30.5m), digital
contribution increased by 4.6% to £9.0m (2023: £8.6m).
CASH BALANCE
£3.6m
2023: £16.4m
Cash held by the group at the year end.
We finished the year with a net cash balance of £3.6m (2023: £16.4m), with No
debt. Main cash outs were dividends £8.0m, and capital expenditure £11.5m,
offset by cash generated from profitable operations.
EARNINGS PER SHARE
ADJUSTED PROFIT BEFORE TAX
16.04p
£10.0m
2023: £16.5m
The percentage movement in Earnings per share.
Earnings per share reduced to 16.04p (2023: 27.79p)
Profit before tax, excluding foreign exchange gains/losses
on revaluation.
Adjusted profit before tax decreased by £6.5m to £10.0m (2023: £16.5m), a
decrease of 39.4%.
Strategic Report
11
Principal Risks and Uncertainties
We set out below the principal risks and uncertainties that the
Directors consider could impact the business. The list highlights
the key risks but there may be other risks to which the business is
exposed. The list is not intended to be exhaustive.
Market and Competition
The footwear market is highly competitive, particularly with respect to price, product selection,
quality and store location. The markets the Group operates in are, on a comparative basis, free
and open markets with low barriers to entry. The Group competes at national and local levels
with a diverse group of retailers of varying sizes and covering different product categories and
geographic markets. These competitors include local, national and global retailers, including
other specialist footwear retailers, supermarkets, online retailers and local independent retailers.
Some competitors may have greater market presence, name recognition, financial resources and
economies of scale or lower cost bases than the Group and may be able to withstand, or respond
more swiftly to, changes in market conditions, any of which could give them a competitive
advantage over the Group. In addition, like many other retailers, because the Group does not
have exclusive rights to many of the elements that comprise its in-store experience and product
offering, competitors may seek to copy or improve on the Group’s business strategy, which could
significantly harm the Group’s competitive position.
The Board monitors competitor activities and discusses them on a weekly basis. The Group
has adopted a strategy which intends to differentiate itself from its closest competitors and
endeavours to price match on any cross over product lines. Maintaining price competitiveness,
and our value proposition, is a key focus of the business.
Identifying fashion and trends
The success of the Group’s business depends in part on its ability to innovate and to identify,
anticipate and respond to evolving trends in consumer preferences, demographics and fashion
trends, and to translate these trends into appropriate, saleable products. The Group seeks to
change and refresh its product offering seasonally in order to drive customer traffic through its
stores and online offering but demand for, and market acceptance of, these new products is
uncertain.
Trends and demands are continually reviewed by knowledgeable and experienced employees
who have a high level of market awareness. The Board monitors best sellers on a weekly basis
and evaluates the performance of new lines.
Strategic Report
12
Economic factors
We continue to see uncertain economic conditions in the UK and globally, as well as economic
factors such as the impact of the war in Ukraine and the continued escalation of the conflict in
the Middle East. We are still experiencing inflationary increases, including a further increase
in the national minimum wage and higher interest rates, all of which may adversely affect the
disposable income of the Group’s customers, which could result in lower sales. In particular,
in times of economic uncertainty or recession or lack of consumer confidence, there may be a
decrease in discretionary purchases generally, which could have a materially adverse effect on
the Group’s business, results of operations and financial position. Global economic conditions
and uncertainties may also impact the Group’s manufacturers and suppliers in ways that could
adversely affect the Group’s business.
The Board considers very carefully the economic climate in planning its product ranges and pricing
structure. As the business is focussed on offering low prices it is more resilient to reductions in
consumer expenditure than other footwear retailers.
Reliance on overseas suppliers
Like many retailers, the Group is dependent on being able to source suitable products from
manufacturers and other suppliers at a sufficiently low cost and in a timely manner. Although
the Group enjoys good relationships with a wide range of manufacturers and other suppliers
and is not overly reliant on any one supplier, there is still potential for the Group to be exposed
to adverse operational and financial risks should there be a deterioration in relationships with a
number of its key suppliers or if the Group is unable to identify and develop relationships with
suitable suppliers who can satisfy its standards for price, quality, safety and its quantity and
delivery requirements.
The vast majority of the Group’s retail products are manufactured overseas by suppliers located
in China and to a lesser extent India and Europe. As a result, the Group is also subject to
the risks associated with international trade, particularly those risks which are common in the
importation of goods from developing countries, including the imposition of taxes or other
charges on imports, compliance with and changes to import restrictions and regulations, and
exposure to different legal standards and the burden of complying with a variety of foreign laws
and changing foreign government policies.
The Board is always seeking out new sources of supply with a clear strategy of diversification.
Members of the Management Team have historically visited overseas suppliers to ensure that
existing factories are being regularly monitored and new factories are being sourced that meet
our price, quality and safety standards. We are now able to visit China (November 2024), after
COVID restrictions prohibited us from doing so.
Principal Risks and
Uncertainties
CONTINUED
Strategic Report
13
Reputational risk
The Group’s sales are dependent in part on the strength and reputation of the brands it offers,
including own label brands, and are dependent on consumers’ perceptions of the Group and its
products.
The majority of the Group’s profits are derived through sales of its own label brands. Maintaining
broad market acceptance of its own label brands depends on many factors, including value,
quality and consumer perception. The Group may not in the future achieve or maintain its
expected sales of its own label brands, which could have a material adverse effect on the Group’s
business, results of operations and financial position.
The Board has sufficient internal processes to ensure that it receives feedback from stores
and customers on the design and quality of its products. The business’ reputation is carefully
managed through internal procedures by the Board.
Loss of key operating site
The Group has a single Distribution Centre and its head office located at premises in Leicester and
therefore the Group is entirely dependent on the continued efficient operation of the Leicester
premises. Any disruption to the operation of the Leicester premises may have an adverse effect
upon the Group’s financial position, operations and business prospects. The premises may suffer
prolonged power or equipment failures, failures in its IT systems or networks or damage from fire,
flood, or other disasters or unforeseen events which may not be covered by, or may be in excess
of, its insurance coverage. Damage resulting from any of these events may take considerable
time to repair. A prolonged period before rectification could have an adverse effect upon the
Group’s financial position, operations and business prospects.
The business has developed and maintains a business continuity plan for the unlikely scenario
of long term disruption to the Leicester premises. The business retains appropriate insurance to
mitigate the risk of such a loss.
Data security and IT reliability
The Group relies to a significant degree on the uninterrupted operation of its computer and
communications systems and infrastructure, as well as the equivalent systems and infrastructure
of third parties, for the efficient running of its business, including with respect to inventory,
merchandising, finance, human resources, distribution and logistics and store operations.
The Group must comply with restrictions on the use of customer data and ensure that confidential
information (such as credit or debit card numbers) is transmitted in a secure manner over public
networks.
Despite controls to ensure the confidentiality and integrity of customer data, the Group may
breach restrictions or may be subject to attack from computer programmes that attempt to
penetrate the network security and misappropriate confidential information. Any such breach
or compromise of security could adversely impact the Group’s reputation with customers and
consumers, lead to litigation or fines, and as a result, have a material adverse effect on its
business, results of operations and financial position.
Principal Risks and
Uncertainties
CONTINUED
Strategic Report
14
The business has appropriate disaster recovery and business interruption plans. The IT systems
have been developed significantly in-house reducing the business’s dependency on any third
parties. Reputable third party antivirus, anti-spam and web filtering software are in use and its
appropriateness regularly reviewed.
Reliance on key personnel
The Group depends on a relatively small senior Management Team and the loss of a material
number of such individuals or the inability to attract appropriate personnel in a timely manner
could impact upon the Group’s future performance.
The Group’s Remuneration Policy is designed to attract, retain and motivate management.
Succession plans are in place for key roles.
Product
Shoe Zone continues to review the potential risks and opportunities that the post Brexit
environment presents. Within the Shoe Zone product range, less than 2.5% of all stock is
purchased from within the EU, this limits any potential risks.
The import of finished product from the Far East represents the main areas of risk. There has
been less disruption at ports, continued volatility in the price of shipping containers and a more
favourable Sterling to Dollar exchange rate. We have Dollar contracts covering the majority of
purchases for the next financial year.
We continue to monitor all risk factors.
Going concern
Please see page 40 in Director’s report regarding going concern.
The strategic report was approved by the Board.
On behalf of the Board
Charles Smith
Chairman
Date: 20 January 2025
Principal Risks and
Uncertainties
CONTINUED
Governance
15
Corporate Governance
Statement
Chairman’s Statement
It is with pleasure that I take the opportunity to outline the approach taken to corporate
governance within Shoe Zone plc.
The Board is committed to maintaining high standards of corporate governance and, with
effect from 1 September 2018, the Board has adopted the Quoted Companies Alliance’s (QCA)
Corporate Governance Code for small and mid-size quoted companies (the “Code”). The
company has adopted the 2023 QCA code which will apply to periods starting on or after the 1
April 2024, so will apply for the 2025 year end.
The Code was revised in April 2018 to meet the new requirements of AIM Rule 26 and sets
out ten broad principles of corporate governance. The code states what are considered to be
appropriate corporate governance arrangements for companies. It provides an explanation
about how they are meeting the principles through certain prescribed disclosures.
The Chairman leads the Board and is responsible for its overall effectiveness in directing the
Company. He manages the Board agenda and ensures that all Directors receive accurate, timely
and clear information and effectively contribute their various talents and experience in the
development and implementation of the Company’s strategy. He ensures that the nature and
extent of the significant risks the Company is willing to embrace in the implementation of its
strategy are challenged and determined by the Board. The Chairman is responsible for ensuring
that the Board implements, maintains and communicates effective corporate governance
processes and for promoting a culture of openness and debate designed to foster a positive
governance culture throughout the Company.
The Board has considered how each principle is applied and provides below an explanation of
the approach taken in relation to each and how they support the Company’s medium to long-
term success.
The Board considers that it does not depart from any of the principles of the QCA Code and
there have been no corporate governance matters in the previous year.
Charles Smith
Chairman
Date: 20 January 2025
Governance
16
Governance
16
Corporate Governance
Statement
• Shoe Zone is a footwear retailer. Its strategy is:
• Town Centre renewal and new format
expansion
• Digital Growth
• This business model has been developed over
many years and has proved successful in both
profit performance and cash generation.
CATEGORY: DELIVER GROWTH
PRINCIPLE: ESTABLISH A STRATEGY AND
BUSINESS MODEL WHICH PROMOTES LONG-
TERM VALUE FOR SHAREHOLDERS.
THE TEN PRINCIPLES OF THE QCA CODE
• The Chairman and the Finance Director
are primarily responsible for maintaining
dialogue with shareholders, supported by the
Company’s broker.
• The Chairman and Finance Director hold
both one-to-one and group meetings with
shareholders and the investing community
following the announcement of the annual and
interim results.
• Following these meetings, the Group’s
brokers provide independent and anonymised
feedback to the Board on shareholders’ views.
CATEGORY: DELIVER GROWTH
PRINCIPLE: SEEK TO UNDERSTAND AND MEET
SHAREHOLDER NEEDS AND EXPECTATIONS.
1
2
CONTINUED
Governance
17
Corporate Governance
Statement
• The key risks and the approach taken to
mitigate these is detailed in the Annual Report
and Accounts. The key risks identified are
listed in the Annual Report elsewhere.
CATEGORY: DELIVER GROWTH
PRINCIPLE: EMBED EFFECTIVE RISK
MANAGEMENT, CONSIDERING BOTH
OPPORTUNITIES AND THREATS, THROUGHOUT
THE ORGANISATION.
• Shoe Zone takes its wider stakeholder
population into account within its decision
making processes.
• Examples of this are:
• The Shoe Zone supplier manual outlines
minimum working practices that we expect
from all our suppliers.
• The management team visit factories that
supply us with manufactured product.
• We hold employee forums.
• We are working with suppliers to eliminate
plastic materials from the supply chain as far as
possible.
• We collect all plastic and cardboard from our
stores. Where possible, we reuse or recycle
cardboard and recycle plastic through a third
party.
• Shoe Zone is committed to eliminating all
forms of slavery and the company website
outlines the actions we are taking to ensure
that we are supportive of the wider movement.
CATEGORY: DELIVER GROWTH
PRINCIPLE: TAKE INTO ACCOUNT WIDER
STAKEHOLDER AND SOCIAL RESPONSIBILITIES
AND THEIR IMPLICATIONS FOR LONG TERM
SUCCESS.
Governance
17
3
4
CONTINUED
Governance
18
Corporate Governance
Statement
Governance
18
• The Board consists of two Executive Directors
and two Non-executive Directors.
• The Executive Chairman is Charles Smith,
who is also a major shareholder with 25.80%
shareholding.
• The remaining Executive board member is
Terry Boot, Finance Director.
• The senior Non-Executive Director is Victoria
Norrish, who is the Chair of the Audit
Committee.
• The remaining Non-Executive Director is
Malcolm Collins. He is Chairman of the
Remuneration Committee.
• The Executive Directors are both full-time.
• The Non-executive Directors are selected
for the specific skills and expertise that they
contribute to the business. This ranges from
experience of accounting, footwear retail and
supply chain expertise.
CATEGORY: MAINTAIN A DYNAMIC
MANAGEMENT FRAMEWORK
PRINCIPLE: MAINTAIN THE BOARD AS A WELL-
FUNCTIONING, BALANCED TEAM LED BY THE
CHAIR.
• Please refer to the Investor Relations section of
the website for further details of the Directors.
CATEGORY: MAINTAIN A DYNAMIC
MANAGEMENT FRAMEWORK
PRINCIPLE: ENSURE THAT BETWEEN THEM
THE DIRECTORS HAVE THE NECESSARY UP-TO-
DATE EXPERIENCE, SKILLS AND CAPABILITIES.
5
6
CONTINUED
Governance
19
Corporate Governance
Statement
• The Group seeks to promote an open culture
where all employees feel that they contribute
to the ongoing success of the business.
• We operate a non-contractual profit share
scheme that rewards employees, based on the
overall company profit performance.
CATEGORY: MAINTAIN A DYNAMIC
MANAGEMENT FRAMEWORK
PRINCIPLE: PROMOTE A CORPORATE CULTURE
THAT IS BASED ON ETHICAL VALUES AND
BEHAVIOURS.
• The Executive Board consists of one of the
main shareholders, Charles Smith, along with
Terry Boot.
• Within the organisation there is also a wider
Trading Team that has functional responsibility
for the business.
• The Board is constantly reviewing its own
performance and that of the Team including
its relevance and constitution as the business
develops and grows. We look to identify those
individuals who excel in their role and develop
them through appointment to the Trading
Team and measure their success as part of the
Group and the wider group.
CATEGORY: MAINTAIN A DYNAMIC
MANAGEMENT FRAMEWORK
PRINCIPLE: EVALUATE BOARD PERFORMANCE
BASED ON CLEAR AND RELEVANT
OBJECTIVES, SEEKING CONTINUOUS
IMPROVEMENT.
Governance
19
7
8
CONTINUED
Governance
20
Corporate Governance
Statement
• The Board meets around six times per year.
Agendas and papers are issued in advance of
the meeting in order to allow each member
to prepare thoroughly. All Non-Executive
Directors are expected to attend these
meetings.
• The Remuneration Committee and Audit
Committee meet at least once per year and
their reports are contained in the Annual
Report and Accounts.
• Draft minutes are circulated for all meetings
and following feedback, approved by the
various boards at their next meeting.
• Non-Executive Directors are also called on
where their expertise or advice would benefit
the Group, such as pension negotiations,
selection of a new audit partner, product range
reviews or the selection of other advisors.
• Management meetings are also held
periodically with other key senior members of
the Group who hold functional responsibility.
Information is disseminated through this
group to the wider business and updates and
feedback sought on key topics and areas.
CATEGORY: MAINTAIN A DYNAMIC
MANAGEMENT FRAMEWORK
PRINCIPLE: MAINTAIN GOVERNANCE AND
PROCESSES THAT ARE FIT FOR PURPOSE AND
SUPPORT GOOD DECISION-MAKING BY THE
BOARD.
• All shareholders are invited to make use of
the Group’s Annual General Meeting to raise
any questions regarding the management or
performance of the Group.
• Following the announcement of results
the Group will also offer the chance for
shareholders to meet the Chairman and
Finance Director to discuss performance and
future plans.
• All voting results for the Annual General
Meeting on resolutions are available on the
website and the reports of Board Committees
are set out in the Annual Report and Accounts
each year.
CATEGORY: BUILD TRUST
PRINCIPLE: COMMUNICATE HOW THE
COMPANY IS GOVERNED AND ITS
PERFORMANCE BY MAINTAINING A DIALOGUE
WITH SHAREHOLDERS AND OTHER RELEVANT
STAKEHOLDERS.
9
10
CONTINUED
Governance
21
Corporate Governance
Statement
The Board
The Board comprises of two Executive Directors (including the Chairman) and two Non-Executive
Directors. The Board composition meets the recommendations of the QCA guidelines.
The Board is committed to maintaining high standards of corporate governance and to being
transparent about its arrangements.
The key responsibilities of the Board are:
• the overall management of the Group;
• approval of corporate strategy;
• approval of income, expenditure and capital budgets;
• oversight of operations ensuring adequate systems of internal control and risk
management are in place;
• to review business performance against the objectives that it has set;
• to monitor the integrity of the financial statements and approve the annual and interim
reports;
• approval of the dividend policy;
• determining changes to the structure and composition of the Board;
• determining remuneration policy; and
• approval of communications with shareholders and the market.
Details of each of the Directors are given in their biographies on page 23.
Appointments to the Board and re-election
The Company is governed by its Articles of Association (‘Articles’). Under the Articles the Board
has the power to appoint a Director during the year but any person so appointed must stand
for election at the next Annual General Meeting (‘AGM’). The Articles require that each Director
retires and seeks re-election by the members every three years. The QCA Code recommends that
Directors should be subject to annual re-election by members and, in line with the Company’s
intention to apply certain principles of the UK Code, each Director will stand for re-election at
each of the Company’s AGMs.
CONTINUED
Governance
22
Board committees
The Board has established a Remuneration Committee and an Audit Committee. Due to the
nature and size of the Group, the Directors have decided that issues concerning the nomination
of Directors will be dealt with by the Board rather than a nomination committee.
Membership of the two Board Committees is comprised of all independent Non-Executive
Directors. Each Board Committee has approved Terms of Reference setting out their
responsibilities. The Terms of Reference were approved by the Board during the year. All of the
Board Committees are authorised to obtain, at the Group’s expense, professional advice on any
matter within the Terms of Reference and to have access to sufficient resources to carry out their
duties.
The Audit Committee is chaired by Victoria Norrish. The committee meets as necessary to
monitor the Group’s risk management and internal control systems and is also concerned with
any major accounting and audit related issues. Executive Directors and senior management are
responsible for managing the risk framework and internal control systems and must report on
their effectiveness to the Audit Committee.
Details of the duties of the Remuneration Committee are set out in the Remuneration report on
page 24.
Corporate Governance
Statement
CONTINUED
Governance
23
Malcolm joined as a Non-Executive Director in June 2016. Malcolm was most recently Group
Buying and Design Director for footwear and accessories at New Look, overseeing the group’s
£550m footwear division. Prior to Malcolm’s 16 years at New Look, he spent 23 years at Clarks
Shoes. Malcolm worked in a number of roles during his career at Clarks, including 13 years as
Women’s Footwear Buyer.
Victoria joined as a Non-Executive Director in August 2020. Victoria joined Blue Light Card
Limited in January 2021 as Chief Financial Officer. She was previously at TheWorks.co.uk plc
from 2008 to 2020 as Supply Chain Director (January 2019 to December 2020), Strategic
Development Director (July 2018 to January 2019) and Finance Director (November 2008 to
July 2018). She commenced her accountancy career as an auditor with KPMG and Godkin &
Co.
Non-executive Director
MALCOLM COLLINS
Non-executive Director
VICTORIA NORRISH
Board of Directors
Charles joined Shoe Zone in 1998, becoming Chief Operating Officer in 2001. He was
appointed Chairman in January 2020. Charles is a founder and Trustee of the Shoe Zone Trust.
Chairman
CHARLES SMITH
Catherine joined Shoe Zone in September 2018 as General Counsel and was appointed
Company Secretary in September 2019. Catherine qualified as a solicitor in 2001 and has
extensive legal experience in the retail sector, and is a specialist in landlord and tenant matters.
Catherine also taught, part time, on the Law Degree at the University of Leicester for eight
years, while continuing to practice.
Company Secretary
CATHERINE BOWEN
Terry Joined Shoe Zone in March 2021 as Finance Director. He was most recently the Finance
Director and then CEO at the Company of Master Jewellers, having previous been in the
footwear retailing industry for 26 years. From 1998 to 2016 he was the Finance Director at
Brantano and Jones Bootmaker.
Finance Director
TERRY BOOT
Governance
24
Governance
24
The Remuneration Committee consists of the Non-executive Directors. Malcolm Collins is the
Chairman and Victoria Norrish also serves on the Committee.
Anthony Smith and Charles Smith may attend the Committee meetings by invitation.
Duties
The main duties of the Remuneration Committee are set out in its Terms of Reference adopted
25 April 2014 and include:
• responsibility for agreeing, with the Board, the framework or broad policy for the
remuneration of all Executive Directors of the Company, including pension rights,
compensation payments, bonuses, incentive payments, share options and benefits in kind;
• obtain reliable, up-to-date information about remuneration in other companies of
comparable scale and complexity and market practice generally;
• approve the design and determine targets for any performance-related pay schemes
operated by the Group and approve the total annual payments made under such schemes
only for Directors;
• monitor the level and structure of remuneration for Directors.
• ensure the contractual terms on termination, and any payments made, are fair to the
individual and the Group, and in accordance with any legal and regulatory requirements;
and
• agree the policy for authorising claims for expenses from the Directors.
Remuneration Report
This is the Company’s tenth Directors’ Remuneration Report since
it listed on AIM in May 2014.
Governance
25
Governance
25
Directors and Directors’ interests
The Directors listed below all served through the year. Their interests in the issued share capital of the
Company as at the date of this report were as follows:
Remuneration Report
Number of
ordinary
shares
Percentage
of issued
share capital
Executive Directors
Charles Smith
11,933,694
25.80%
Terry Boot
32,626
0.07%
Non-executive Directors
Victoria Norrish
Nil
Nil
Malcolm Collins
Nil
Nil
CONTINUED
Governance
26
Governance
26
Directors’ Remuneration
Directors’ remuneration information for those individuals who have served as a Director for the year are
presented below. The information presented in respect of these Directors is for the full financial year.
Directors’ Remuneration
*Note - partial year.
Remuneration Report
Individual
Financial
year
Basic
Salary and
fees
£
Profit Share
(Bonus)
£
Benefits
£
Pension
Contribution
£
Total
£
Executive Directors
Anthony Smith
FY24*
204,476
88,158
9,195
15,231
317,060
FY23
359,250
183,750
17,120
-
560,120
Charles Smith
FY24
272,025
129,549
15,353
28,000
444,927
FY23
230,000
117,600
15,886
-
363,486
Terry Boot
FY24
145,250
63,000
2,964
17,400
228,614
FY23
138,000
70,000
6,310
16,500
230,810
Non–executive Directors
Malcolm Collins
FY24
20,000
-
-
-
20,000
FY23
20,000
-
-
-
20,000
Victoria Norrish
FY24
30,000
-
-
-
30,000
FY23
30,000
-
-
-
30,000
Total
FY24
671,751
280,707
27,512
60,631
1,040,601
FY23
777,250
371,350
39,316
16,500
1,204,416
CONTINUED
Governance
27
Directors’ Service contracts and employment letters
The Executive Directors have entered into service agreements with the Group with effect from
1 May 2017 or in the case of Terry Boot his date of commencement. Salaries for the upcoming
year are set out below:
£
Charles Smith
308,450
Terry Boot
150,000
Each Executive Director’s employment will continue until terminated by either party by written
notice. The notice period applicable are 12 months for Charles Smith and 6 months for Terry
Boot. Other fixed elements of the Executive Directors’ remuneration comprise a company
car provision, life assurance and private medical insurance. Terry Boot is entitled to a Pension
Contribution of 12% basic salary.
The Company may elect to terminate the employment of each Executive Director by making a
payment in lieu of notice equal to their basic salary payable in monthly instalments.
Each of the Executive Directors has agreed to post-termination restrictions in order to protect
confidential information, trade secrets and business connections. These restrictions last for 9
months.
The Non-Executive Directors have entered into appointment letters. Under the terms of these
letters, the Non-Executive Directors are entitled to an annual fee as set out below:
Remuneration Report
The remuneration report was approved by the Board.
On behalf of the Board
Malcolm Collins
Chairman of the Remuneration Committee
Date: 20 January 2025
£
Malcolm Collins
20,000
Victoria Norrish
30,000
CONTINUED
The disclosure requirements of the Companies Act 2006 have been met by the contents of
this Directors’ Report, apart from the likely future developments in the business and existence
of stores which are included within the Strategic Report which should therefore be read in
conjunction with one another.
The Company
Shoe Zone plc (the ‘Company’) is a Company incorporated in England and Wales and domiciled
in the UK, with the registered company number 08961190. The company is listed on the AIM
market of the London Stock Exchange.
Share Capital
Details of the share capital of the Company are shown in note 21 of the financial statements. The
Company’s share capital consists of one class of ordinary shares. As at 28 September 2024 there
were 46,250,000 ordinary shares of £0.01 each. The authorised share capital of the Company is
unlimited.
At the AGM held on 12 March 2024, the Board was granted authority to allot shares in the
Company of up to approximately a third of the Company’s issued share capital. The Board was
also granted authority to allot further shares having an aggregate nominal value of £154,089.43
in connection with a pre-emptive rights issue (representing approximately a further third of the
Company’s issued share capital). At the 2025 AGM, shareholders will be asked to renew this
authority for a further year.
Directors
The Directors who held office during the year and up to the date of signing the financial
statements are listed on the directors and advisors page (page 2).
Directors’ Interests
Information about the Directors’ interests in the shares of the Company can be found in the
Directors’ Remuneration Report (page 24).
The Directors present their Annual Report and audited financial
statements of the Company and the Group for the 52 weeks
ended 28 September 2024.
Governance
28
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
Governance
29
Directors’ Indemnities
As permitted by the Articles of Association, the Directors have the benefit of an indemnity
provision as defined by section 234 of the Companies Act 2006. The indemnity was in force
throughout the financial year and at the date of approval of the financial statements. The Group
maintains Directors’ and Officers’ liability insurance.
In accordance with the Articles of Association, all the Directors offer themselves for re-election at
the AGM, as they were appointed during the year.
Employees
The Group employed 2,374 employees at the year end.
The Group’s policy is to actively involve its employees in the business to ensure that matters
of concern to them, including the Group’s aims and objectives and the financial and economic
factors which impact them are communicated in an open and regular manner.
The Directors are committed to delivering the highest standards of health and safety for
employees, customers and others that might be affected by the Group’s activities.
The Group is committed to employing the right people, training them well and promoting from
within wherever possible. Well trained and motivated employees are key to delivering good
service to our customers and are fundamental to the long-term success of the business.
All employees are able to contribute to the ongoing success of the business through regular
contact between management and employees. We promote equal opportunities and do not
tolerate discrimination of any kind.
Annual general meeting
The Company’s eleventh AGM will be held on Tuesday 11 March 2025 at 10.00 a.m. at the
Company’s registered office at Haramead Business Centre, Humberstone Road, Leicester,
Leicestershire LE1 2LH. The Notice of AGM appears on pages 99 to 105.
Set out below is an explanation of certain resolutions which will be proposed at the AGM.
Appointment of Directors (resolutions 2 to 5)
The UK Corporate Governance Code recommends that directors should be subject to annual
re-election by shareholders. In line with the Company’s intention to apply certain principles
of the UK Corporate Governance Code, each Director will stand for re-election at the AGM.
Biographical details of each Director appear on page 23. The Board believes that each Director
continues to demonstrate their commitment to their role and that, collectively, the Directors’
skills complement each other and enhance the overall operation of the Board.
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
CONTINUED
Governance
30
Political donations (resolution 8)
The Company is prohibited under the Companies Act 2006 from making donations to political
parties or organisations or to independent election candidates of over £5,000 a year without
shareholder approval. The Companies Act 2006 uses very broad definitions of political donations
and expenditure which may extend to normal business activities which might not be thought
of as political expenditure in the more usual sense. Activities which could be caught include
representing the Company in the business community or at special interest groups which the
Company may wish to support. In addition, the sponsorship of industry forums, the funding of
seminars and other functions to which politicians are invited may also be caught. The Company
is therefore proposing this resolution to ensure that it does not inadvertently breach the rules
whilst carrying out its normal business activities.
During its last financial year the Company made no political donations and incurred no political
expenditure. The Company does not intend to make any such donations or incur any such
expenditure this year.
Authority to allot shares (resolution 9)
By law, the Directors are not permitted to allot new shares (or to grant rights over shares) unless
authorised to do so by shareholders. Resolution 9 seeks shareholder authority to allow the Di-
rectors to allot shares having an aggregate nominal value of £154,089.43 representing approx-
imately a third of the Company’s issued share capital (excluding shares held in treasury) on 27
January 2025. In addition, shareholder authority is sought to allot shares having an aggregate
nominal value of £154,089.43 in connection with a pre-emptive rights issue (representing ap-
proximately a further third of the Company’s issued share capital (excluding shares held in treas-
ury) on 27 January 2025).
Disapplication of pre-emption rights (resolutions 10 and 11)
Resolutions 10 and 11 concern the disapplication of pre-emption rights. Under the Companies
Act 2006, all shareholders are entitled to participate on a pre-emptive basis in all issues of shares
for cash, unless shareholders have authorised the Directors otherwise.
Paragraph (a) of resolution 10 gives the Directors authority to make arrangements dealing with
certain legal, regulatory and practical matters in connection with a pre-emptive issue of shares.
Paragraph (b) of resolution 10 gives the Directors the necessary authority to either allot shares
or sell shares held in treasury for cash on a non pre-emptive basis up to an aggregate nominal
amount of £23,113.41 (being 2,311,341 ordinary shares). This is equivalent to approximately
5% of the issued share capital of the Company (excluding shares held in treasury) on 27 January
2025. This resolution also disapplies statutory pre-emption rights to the extent necessary to
facilitate rights issues.
Resolution 11 is being proposed as a separate resolution to authorise the Directors to allot a
further approximately 5% of issued ordinary share capital of the Company (excluding shares held
in treasury) otherwise than in connection with a pre-emptive offer for the purposes of financing
a transaction (or refinancing within 12 months of the transaction) which the Directors determine
to be an acquisition or other capital investment contemplated by the Pre-emption Group’s
Statement of Principles (the ‘Pre-emption Group Principles’).
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
CONTINUED
Governance
31
These disapplication authorities are in line with the authority sought at last year’s AGM and the
March 2015 Pre-emption Group Principles. The Pre-emption Group Principles were updated in
November 2022 to provide companies with greater flexibility to undertake non-pre-emptive
issuances both generally and in connection with acquisitions and specified capital investments
(in each case, representing up to 10% of the company’s issued share capital (excluding shares
held in treasury)). However, notwithstanding the increased flexibility allowed by the revised Pre-
emption Group Principles, the Company has, again, decided to seek disapplication authorities
in line with those sought in previous years.
The Directors consider that it is appropriate for these authorities to be granted to preserve
maximum flexibility for the future. However, the Directors currently have no plans to exercise
these powers. The authorities sought will apply until the conclusion of the next AGM of the
Company to be held in 2026 or 10 March 2026, whichever is earlier.
Authorisation for the Company to purchase its own shares
(Resolution 12)
Resolution 12 seeks authority for the Company to make market purchases (within the meaning of
section 693(4) of the Companies Act 2006) of the Company’s ordinary shares on such terms and
in such a manner as the Directors may determine from time to time, subject to the limitations set
out in the resolution. If Resolution 12 is passed, the Company will be authorised to purchase up
to a maximum of 4,622,683 ordinary shares, representing approximately 10% of the Company’s
issued ordinary share capital (excluding shares held in treasury) as at 27 January 2025. Resolution
12 also sets out the minimum and maximum price that the Company may pay for purchases of
its ordinary shares.
If Resolution 12 is passed, the authority for the Company to purchase its ordinary shares will
remain effective until the conclusion of the next AGM of the Company to be held in 2026 or 10
March 2026, whichever is earlier.
The Directors will only exercise this buy-back authority, after careful consideration, when it is
in the best interests of the shareholders generally. Any purchases would be financed out of
distributable profits and shares purchased would either be cancelled (and the number of shares
in issue reduced accordingly) or held as treasury shares, with a view to using any such shares held
in treasury for future distributions to employees.
Form of proxy
Please note you will not receive a form of proxy for the March 2025 AGM in the post. You
may vote online which you can do at www.signalshares.com. To register you will need your
Investor Code, which can be found on your share certificate. For shares held through CREST,
proxy appointments may be submitted via the CREST proxy voting system. Otherwise, you may
request a hard copy proxy form directly from our Registrars, MUFG Corporate Markets, via email
at shareholderenquiries@cm.mpms.mufg.com or on 0371 664 0391 if calling from the United
Kingdom, or +44(0)371 664 0391 if calling from outside the United Kingdom.
Calls are charged at the standard geographical rate and will vary by provider. Calls outside the
United Kingdom will be charged at the applicable international rate. Lines are open between
9.00 a.m. – 5.30 p.m. Monday to Friday excluding public holidays in England and Wales.
All online votes or proxy appointments should be submitted so as to be received no later than
10.00 a.m. on 7 March 2025.
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
CONTINUED
Governance
32
Recommendation
The Board considers that the resolutions to be proposed at the AGM are in the best interests
of the Company and are most likely to promote the success of the Company for the benefit
of its members as a whole. The Directors recommend that shareholders vote in favour of each
resolution, as the Directors intend to do in respect of their own shareholdings.
External auditor
Cooper Parry Group Limited have issued their independent report on these financial statements
to the shareholders of Shoe Zone plc. The report can be found on pages 42 to 48.
The auditor, Cooper Parry Group Limited has indicated their willingness to continue in office and
a resolution that they be re-appointed will be proposed at the AGM.
Financial risk management
The Group’s operations expose it to a variety of financial risks that include the effects of liquidity
risk, foreign currency risk and interest rate risk. The Group has in place a risk management
programme that seeks to limit the adverse effects on the financial performance of the Group
by monitoring the management of net cash, and the related finance income and costs. As the
Group has both interest bearing assets and interest bearing liabilities, management maintain a
close monitoring of the respective balances to ensure any interest rate risk is managed.
The Group does not make significant use of derivative financial instruments but does use forward
currency contracts when management consider this to be appropriate. External expert advice
is sought from the Group’s bankers and relevant advisors on the suitability of these currency
contracts in respect of the timings and rate. The Group has no exposure to equity securities.
Limited credit risk exposure exists given the high level of cash transactions through the store
network. Where credit risk arises management have procedures in place to assess the level of risk
to be taken, with approval by the Directors for significant credit transactions. Further information
can be found in note 3 to the financial statements.
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
CONTINUED
Governance
33
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
Directors’ responsibilities under section 172 and statement of
engagement with suppliers, customers and others in a business
relationship with the group.
The directors welcome the requirements under section 172 and schedule 7.11B (1) of the
Companies Act 2006. Comments on how the directors have had regard to the interests of various
stakeholders whilst making key decisions are contained in the strategic report.
Non-financial and sustainability information
Sustainability report
The Group believes that operating in a safe, ethical and responsible manner is at the heart of
creating sustainable value for all our stakeholders.
Environment
As the Group is listed on the LSE AIM market, we fall within the newly introduced Climate-
Related Financial Disclosures (“CRFDs”) regime. The 4 pillars of this regime are governance,
strategy, metrics and targets, and risk management.
This is the second year of CRFD compliance for the business and represents the first stage of our
climate disclosure journey. We are fully committed to providing the disclosures and continual
improvement in climate risk management and reduction of carbon emissions.
Governance
Our Board oversees our approach to sustainability, including climate change. This is an emerging
topic of conversation that the Board takes seriously. The Board meet regularly and identify
current and emerging risks and opportunities, review planning and monitor progress. The Board
are engaged in various tasks to ensure our governance in regard to sustainability is adhered
to which includes but not limited to; engaging a third party to provide us with our energy
consumption and the prioritisation of resource and capital to replace inefficient LED lighting and
invest in hybrid and electric vehicles. This is a focus for the future.
Strategy
Our strategy comes from the identification of our main impact areas belonging to the categories
of greenhouse gas emissions, waste (packaging) and energy consumption.
Our short-term strategy is to:
1.
Prioritise risk and opportunities where we can make a material impact.
2.
Raise awareness across teams at all levels within the business so their environmental
consideration in day-to-day business decisions is greater.
3.
Build greater transparency in the way we report and monitor progress.
CONTINUED
Governance
34
Risk management
Our approach to identifying, assessing and managing environmental risks, including climate
related risk, is embedded within our overall approach to risk management outlined in the
Governance section above. Risks and opportunities are identified at both group and subsidiary
level.
Our next steps are to establish a Group Risk Register in which ESG would be classed as a material
‘current’ risk and to refresh this risk identification exercise annually and to canvass a wider pool
of colleagues to review our ESG risk and opportunities fully.
Environmental risks may present as financial or non-financial risks depending on the extent to
which their impacts can be quantified, and how they have been classified.
Climate-related risks and opportunities
The following classification has been used:
A.
Time Horizon – short term (0-3 years), medium term (3-5 years) and long term
(10+ years)
B.
Transition risks are those risks associated with transition to a net zero economy
and can translate into potential financial impacts in the following categories:
policy and legal, technology, market, and reputation.
C.
Physical risks are those climate change risks such as increased frequency of
extreme weather events or sustained impacts from temperature rises.
Transitional risks and opportunities in the short term:
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
Risk
Market
Market volatility across energy and fuel pricing could lead to fluctuating
consumer demand and increases in our store and warehouse operating
costs and the cost of goods.
Risk
Policy and legal
Complying with climate related legislation around enhanced emissions
reporting obligations and increased environmental-led taxation.
Potential increase in import tariffs.
Failure to comply could lead to fines and loss of reputation.
Opportunity
Reputation
Our customer proposition reflects changing customer demand and re-
quirements leading to an increase in market share.
Opportunity
Technology
Introducing more efficient equipment across our retail and warehouse
estate such as energy efficient lighting and improving insulation to
reduce consumption and cost. Utilising technology through improved
ordering systems to reduce waste, improving reputation. Requires
sufficient capital allocation.
CONTINUED
Governance
35
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
Physical risks and opportunities in the medium term
Scenario analysis
We have conducted peer analysis to understand the number of different scenarios businesses
are modelling. We have found that most peers are modelling 2 scenarios, which are:
• 1.5 C by 2100: Orderly transition to the Paris-aligned goal occurring by 2100, with
temperature rising 1.5 C above pre-industrial levels.
• 4.0C by 2100: Failure of countries to meet their Paris-aligned goals, resulting in higher
emissions and temperatures rising to an average of 4 degrees Celsius above industrial
levels.
Some of our peers have gone further, by analysing higher temperature rises or no rise at all.
Presently we think the 2 scenarios above are sufficient for giving readers an opportunity to
understand the possible transformational effects of climate change. We will continue to assess
the appropriateness of our scenarios and will likely alter them over time to reflect a changing
environmental landscape and to ensure comparability with our peer group.
Our analysis of physical climate risks are aligned with recognised climate scenarios, specifically
the Intergovernmental Panel on Climate Change’s (IPCC) Representative Concentration Pathway
(RCP) scenarios which provide a uniform framework for exploring potential climate changes and
related impacts. RCPs are used globally for climate modelling and give access to a wide range of
peer-reviewed and accepted climate datasets, as well as allowing consistency across territories.
1.5 C Scenario
In this scenario, governments around the world would need to meet and exceed their current
pledges under the Paris Agreement. They would do this through a combination of energy-
demand reductions, decarbonisation of electricity and other fuels, electrification of energy end
use, deep reductions in agricultural emissions, and some form of carbon dioxide removal.
Risk
Business interruption and increased costs due to the failure to respond
and mitigate against climate change and resulting increased frequency
and severity of extreme weather events, for example increased flooding
could directly impact our stores and warehouses, or indirectly through
our wider supply chain partners in terms of sourcing or shipping
product by causing global shipping issues.
Risk
Extreme variability in weather patterns could lead to sales uncertainty
making demand planning difficult and having certainty over sales and
profit performance given the seasonable nature of our business.
CONTINUED
Governance
36
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
The Group sources a large proportion of product from overseas, changes in climate of 1.5 C may
have a direct impact on the availability of this product through both extended delivery times
and possible regional changes to the locations that currently produce our products, this can be
mitigated by longer lead times on orders and planning earlier deliveries for seasonal products.
An increase in compliance costs and reputational impacts are a potential impact on our business.
As a retail business, our focus is our customers and our reputation is very important to us. We
will ensure we are aware of current and future changes in legislation affecting the Group and will
work with industry bodies to identify changes in legislation and the implications on the business.
4.0 C Scenario
Under this scenario, governments fail to meet their pledges under the Paris Agreement. Action
is taken to reduce emissions, however, at a slower rate compared to the 1.5 Celsius scenario.
Consequently, we would see a much slower reduction in energy consumption and a slower shift
towards renewables. The higher temperature increases would lead to a range of physical risks,
including heat waves, colder winters, droughts, flooding, and smog to name just a few.
The Group currently has a portfolio of 297 stores, in isolation the effects to individual stores
would not have a material impact on Group performance. As the Group operates with a single
central warehouse any impacts on services will have an immediate material effect on trade.
Product and services
The Group sources a large proportion of product from overseas, changes in climate of 4 C may
have a direct impact on the availability of this product through both extended delivery times
and possible regional changes to the locations that currently produce our products, this can be
mitigated by longer lead times on orders and planning earlier deliveries for seasonal products.
The Group may incur additional storage costs for products if the phasing of supply is altered,
this may include, but not limited to, alternative warehousing facilities at a different location,
demurrage charges as product may be held at point of entry and reduced turnover due to delays
distributing product to the stores.
Increased severity of extreme weather events will have an effect on retail locations, especially
those located on the coast or near to flood plains. Increased flooding in the UK is the most
significant physical risk, disrupting our supply chain or causing damage to our assets/stock.
Flood risk
Flooding of warehouse facilities will have an immediate impact on trade, in addition to the
impacts on products and services mentioned above any flooding may compromise a large
quantity of stock. Our main retail distribution centre is in the Midlands which has a lower risk of
being affected by floods than several of our retail locations which are located in high flood risk
areas. Whilst the warehouse contains product stored on multiple floors there are limitations as to
the capacity on each floor and flooding will cause damage to a proportion of stock. Prolonged
denial of access will prevent distribution to the stores and have material impacts on trade.
CONTINUED
Governance
37
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
Mitigations include:
• Business continuity plans to ensure plans are in place and reviewing key infrastructure to
minimise impacts from severe weather events.
• Working with experts to identify issues and risks with changes in climate.
• Working with suppliers to understand their climate resilience plans and their key climate
effected locations.
• Improving data collection to support climate related reporting requirements and to gain
insight.
Energy consumption
Despite all current energy saving measures that have been adopted by the Group an increase
of this magnitude would have a significant impact on the Group’s energy consumption, leading
to additional costs. Fluctuations in the market materially increase the cost of electricity, gas and
fuel. We minimise the impact of fluctuations in electricity and fuel costs by providing budget
certainty by engaging with consultants.
Metrics and targets
The Group has adopted the following targets:
• Establish carbon reduction plans at all sites across the Group
• Report energy consumption and carbon emissions annually
In FY24 we will set longer term targets across scope 1 and 2 and will continue to work on
understanding our wider impact and how we can work with our suppliers if there are areas
for collaboration. We recognise the value of regularly tracking progress, are committed to
a transparent reporting process and have used the Greenhouse Gas (GHG) protocol and
normalised metrics when calculating our GHG performance.
Carbon reduction plans
Carbon and energy reduction targets are being established across the business. FY24 targets
will include a reduction to Scope 1 Fuel, and a reduction to Scope 2 Electricity and Gas and
to set longer term targets on both.
Our progress to date includes:
• A 29.3% reduction in intensity ratios since FY22.
• We have taken delivery of our first fully electric cars and are moving to hybrid models for
the rest of our company car fleet.
• We use 100% renewable energy sources and part of our distribution centre is powered by
solar panels.
• Gas boilers are being replaced with efficient heat pumps in a number of stores.
• Our Head office and distribution centre is equipped with highly efficient LED lighting and
• We have a programme in place to better insulate stores and to change to LED lighting as
we continue through our refits.
CONTINUED
Governance
38
Achieving our FY25 targets includes a number of initiatives including;
• Working with our suppliers to review plastic and cardboard used in packaging and when
labelling our products.
• Reviewing and increasing our recycling strategies including initiatives at all of our retail
outlets as well as our Distribution Centre and Head Office sites.
• Instigate a policy review into single use plastics.
• Further review of delivery schedules to all of our stores to further improve efficiency and
to reduce deliveries and idle time.
Future
• We are currently exploring the possibility of an instore scheme for recycling end of life
shoes to reduce overall waste. This initiative is in conjunction with two Universities and a
number of footwear retailers.
Reporting energy consumption and carbon emissions
We report greenhouse gas Scope 1, 2 emissions in line with the Streamlined Energy and Carbon
Reporting (SECR) regulations.
Our FY25 target is to collate data and understand suppliers plans to enable us to move towards
reporting our wider emissions across the Group.
Given the Group makes regular disposals and acquisitions we do not consider absolute carbon
emissions to be an appropriate method for tracking emissions, instead we focus on carbon
intensity ratios.
Stores track their energy usage from a number of sources, including meter readings, mileage
reports, and invoices, then converts these inputs to energy (kWh) and carbon emissions (tCO2e)
using relevant conversion factors. Conversion factors are published by the UK Department for
Environment, Food and Rural Affairs and the US Environmental Protection Agency (EPA).
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
CONTINUED
39
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
Streamlined Energy and Carbon Reporting (SECR)
Energy consumption breakdown (kWh):
2024
2023
Electricity
9,393
10,444
Natural gas
1,936
2,225
Transport fuel
4,214
4,177
Totals
15,543
16,846
Greenhouse gas emissions (tCO2e):
Natural gas
354
407
Transport fuel for company vehicles
997
992
Total
1,351
1,399
From Purchased Electricity, Steam, Heat & Cooling
1,945
2,163
From Other Activities inc. Process & Fugitive
-
14
Total
1,945
2,177
Total gross emissions
3,296
3,576
Renewable electricity
(1,909)
(2,036)
Total net emissions
1,387
1,540
Intensity ratios
Annual MWh per £m Turnover
96.35
101.69
Annual tCO2e per £m Turnover
8.60
9.30
The intensity ratios indicate an improving position if compared to 2023 and 2022.
Some of the disclosure requirements of the streamlined energy and carbon reporting regulations
are included in the non-financial and sustainability information statement above.
SECR
2024
2023
2022
Energy consumption (MWH)
15,544
16,846
21,272
Total Net Emissions
1,387
1,540
4,291
Intensity - MWH per Turnover
96.35
101.69
136.22
Intensity - tCO2e per Turnover
8.60
9.30
27.48
CONTINUED
40
Going Concern
The Directors consider that the business is a going concern and that it is appropriate to prepare the financial
statements on a going concern basis. In reaching this conclusion, the Directors have assessed the Group’s
current performance and position and factors that may affect the Group’s future prospects.
The business has experienced challenging trading conditions due to unseasonal weather and a weakening in
consumer confidence, which resulted in a profit downgrade announced on 18 December 2024. The Directors
have reviewed the capital expenditure commitment, staffing levels, additional sales promotions, store
numbers and all costs, and will use all of these levers to protect the cash position.
The new store and refit programme results, along with the positive digital performance, combined with
the satisfactory cash position gives the Directors a reasonable basis on which to satisfy themselves that the
business is a going concern. The Group has prepared forecasts and budgets which shows the Group has
sufficient cash to meet its day to day liabilities as they fall due. On that basis, the Directors have prepared the
financial statements on a going concern basis.
Directors’ responsibilities statement
The Directors are responsible for preparing the strategic report, the Director’s 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 group financial statements in accordance with UK adopted International
Financial Reporting Standards (UK adopted IFRSs) and the company 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 group and company and of the profit or
loss of the group for that period. The Directors are also required to prepare financial statements in accordance
with the rules of the London Stock Exchange for companies trading securities on the Alternative Investment
Market.
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 they have been prepared in accordance with IFRSs, 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 requirements of 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.
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
CONTINUED
41
Website publication
The Directors are responsible for ensuring the annual report and the financial statements are
made available on a website. Financial statements are published on the company’s website in
accordance with legislation in the United Kingdom governing the preparation and dissemination
of financial statements, which may vary from legislation in other jurisdictions. The maintenance
and integrity of the company’s website is the responsibility of the Directors. The Directors’
responsibility also extends to the ongoing integrity of the financial statements contained therein.
Disclosure of information to auditor
Each Director in office at the date of approval of this report has confirmed that:
• So far as they are aware, there is no relevant audit information of which the Company’s
auditors are unaware; and
• They have taken all reasonable steps that he ought to have taken as a Director in order to
make himself aware of any relevant audit information and to establish that the Company’s
auditor are aware of that information.
Approved by the Board and signed on its behalf:
Charles Smith
Chairman
Date: 20 January 2025
DIRECTORS’ REPORT
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
CONTINUED
42
Opinion
We have audited the financial statements of Shoe Zone plc (the ‘parent company’) and its
subsidiaries (the ‘group’) for the 52 weeks ended 28th September 2024 which comprise the
consolidated income statement, the consolidated statement of total comprehensive income,
the consolidated statement of financial position, the consolidated statement of changes in
equity, the consolidated statement of cash flows, the company statement of financial position,
the company statement of changes in equity and the related notes to the financial statements,
including a summary of significant accounting policies.
The financial reporting framework that has been applied in the preparation of the group financial
statements is applicable law and International Financial Reporting Standards (IFRSs) as adopted by
the United Kingdom. The financial reporting framework that has been applied in the preparation
of the parent company financial statements is applicable law and United Kingdom Accounting
Standards, including Financial Reporting Standard 101 Reduced Disclosure Framework (United
Kingdom Generally Accepted Accounting Practice).
In our opinion:
• the financial statements give a true and fair view of the state of the group’s and of the
parent company’s affairs as at 28th September 2024 and of the group’s profit for the 52
weeks then ended;
• the group financial statements have been properly prepared in accordance with IFRSs as
adopted by the United Kingdom;
• the parent company financial statements have been properly prepared in accordance with
United Kingdom Generally Accepted Accounting Practice; and
• the financial statements 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
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 as applied
to listed entities, 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. Our
evaluation of the director’s assessment of the entity’s ability to continue to adopt the going
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
SHOE ZONE PLC
43
concern basis of accounting included:
• reviewing management’s cash flow forecasts for a period of 12 months from the date of
approval of these financial statements;
• applying reasonable “worst case” sensitivities to management’s forecasts and assessing
remaining cash headroom within those scenarios; and
• review of results post year end to the date of approval of these financial statements and
assessment against original budgets.
• review of correspondence relating to the availability of financing agreements.
From our work we noted that the Group has significant cash balances and forecasts support
that the Group will continue to be able to meet its liabilities as they fall due. 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 Group’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.
Key audit matters are those matters that, in our professional judgement, were of most significance
in our audit of the statutory financial statements of the current period and include the most
significant assessed risks of material misstatement (whether or not due to fraud) we identified,
including those which had the greatest effect on: the overall audit strategy, the allocation of
resources in the audit, and directing the efforts of the engagement team. These matters were
addressed in the context of our audit of the statutory financial statements as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on these matters.
Carrying value and impairment of Plant and Equipment and Right
of Use Assets in relation to the store portfolio
Matter
The Group has significant plant and equipment and right of use assets in relation to the portfolio
of stores it operates. The Group’s assessment of the carrying value of assets relating to each store
requires significant judgement, in particular regarding cash flows, growth rates and discount
rates.
Response
• We obtained information on performance by store in order to assess for indication of
impairment.
• We considered historical trading performance by comparing recent growth rates of both
revenue and operating profit/loss by store.
• We assessed the appropriateness of the assumptions concerning growth rates and inputs
to the discount rates against latest market expectations.
• We performed sensitivity analysis to determine whether an impairment would be required
if costs increase at a higher than forecast rate.
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
SHOE ZONE PLC
CONTINUED
44
IFRS 16 – Leases (Accounting polices, Note 13 Leases – closing
right-of-use assets £29.9m, lease liabilities £38.1m)
Matter
The Group has right of use assets in relation to the stores it operates. The Group’s IFRS 16 right
of use asset register includes a large volume of movements which increases the risk of error, in
particular in the related disclosure. The prior year disclosures around leasing were restated in the
period as described in note 13.
Response
• We assessed the calculation methodology driving the lease liability and right-of-use asset
against the requirements of the accounting standard.
• We tested the accuracy of the right-of-use asset and lease liability figures calculated by
re-performing the calculation for a sample of new leases in the year, lease modifications,
and lease exits
• We tested completeness through agreeing the brought forward balances to the prior year
closing balances in the consolidated financial statements.
• We assessed the accuracy of the disclosure in line with IFRS 16 requirements and re-
viewed the underlying reconciliation between the financial statement disclosure, general
ledger and lease system.
Our application of materiality
• We define materiality as the magnitude of misstatement in the financial statements that,
individually or in the aggregate, could reasonably be expected to influence the economic
decisions of the users of these financial statements.
• We apply the concept of materiality in planning and performing our audit, in determining
the nature, timing and extent of our audit procedures, in evaluating the effect of any iden-
tified misstatements, and in forming our audit opinion.
• The materiality for the group financial statements as a whole was set at £890,000. This has
been determined with reference to the benchmark of the group’s average profit before tax
for the past three years given the volatility of profit which we consider to be an appropriate
measure for a group of companies such as these. Materiality represents 9% of group profit
before tax.
• The materiality for the parent company financial statements as a whole was set at £885,000.
This has been determined with reference to the benchmark of the parent company’s net
assets which we consider to be an appropriate measure for a parent company such as this.
Materiality represents 1.3% of the parent company net assets, which we consider to be an
appropriate measure for a holding company with investments in trading subsidiaries.
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
SHOE ZONE PLC
CONTINUED
45
An overview of the scope of our audit
We adopted a risk-based audit approach. We gained a detailed understanding of the group’s
business, the environment it operates in and the risks it faces.
The key elements of our audit approach were as follows:
Our Group audit scope focused on the Group’s principal trading subsidiary, Shoe Zone Retail
Limited, which was subject to a full scope audit. Together with the parent company and its group
consolidation, which was also subject to a full scope audit, these entities represent the principal
business units of the Group and account for 100% of the Group’s revenue, 100% of the Group’s
profit before tax and 99.3% of the Group’s total assets. In performing our testing, we utilised
performance materiality of £755,000, equating to 85% of materiality.
In order to address the matters described in the Key audit matters section we performed focused
audit procedures over these areas, including reference to external market data and publicly
available market information in relation to assumptions used.
Other information
The Directors are responsible for the other information. The other information comprises the
information included in the annual report, other than the statutory financial statements and our
auditor’s report thereon. Our opinion on the statutory 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 statutory 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 there is a material misstatement
in the statutory financial statements or a material misstatement of the other information. 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.
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
SHOE ZONE PLC
CONTINUED
46
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
SHOE ZONE PLC
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its
environment obtained in the course of the audit, we have not identified material misstatements
in the strategic report or 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 group or parent company financial statements are not in agreement with the account-
ing 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 set out on page 24, 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 group’s and
the parent 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 group or the parent company or to cease operations, or have no
realistic alternative but to do so.
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 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.
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 extent to which our procedures
are capable of detecting irregularities, including fraud is detailed below:
Our assessment focused on key laws and regulations the group has to comply with and areas
of the financial statements we assessed as being more susceptible to misstatement. These key
CONTINUED
47
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
SHOE ZONE PLC
laws and regulations included but were not limited to compliance with the Companies Act 2006,
International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom, and
relevant tax legislation.
We are not responsible for preventing irregularities. Our approach to detecting irregularities
included, but was not limited to, the following:
• obtaining an understanding of the legal and regulatory framework applicable to the Group
and the parent company and determined that the most significant laws and regulations
which are directly relevant to specific assertions in the financial statements are those related
to the financial reporting framework, being international accounting standards in conform-
ity with the Companies Act 2006;
• obtaining an understanding of how the Group is complying with those legal and regulatory
frameworks by making enquiries of management, those responsible for legal and compli-
ance procedures and the Company Secretary. We corroborated our enquiries through our
review of board minutes;
• obtaining an understanding of the entity’s policies and procedures and how the entity has
complied with these, through discussions and sample testing of controls;
• obtaining an understanding of the entity’s risk assessment process, including the risk of
fraud;
• designing our audit procedures to respond to our risk assessment; and
• performing audit testing over the risk of management override of controls, our audit pro-
cedures involved:
• testing of journal entries and other adjustments for appropriateness, with a focus on
manual journals including those with unusual account combinations and those posted
directly to the consolidation that increased revenue or that reclassified costs from the
profit and loss account to the balance sheet;
• evaluating the business rationale of significant transactions outside the normal course of
business;
• challenging assumptions and judgements made by management in its significant ac-
counting estimates, specifically those in relation to the dilapidation provision, the defined
benefit pension scheme position and the value of the derivative financial instruments.
• including testing of journal entries with a focus on material manual journals and other
adjustments for appropriateness, evaluating the business rationale of significant transac-
tions outside the normal course of business.
• These audit procedures were designed to provide reasonable assurance that the financial
statements were free from fraud or error. However, detecting irregularities that result from
fraud is inherently more difficult that detecting those that result from error, as those irreg-
ularities that result from fraud may involve collusion, deliberate concealment, forgery, or
intentional misrepresentations. Also, the further removed non-compliance with laws and
regulations is from events and transactions reflected in the financial statements, the less
likely we could become aware of it.
• The engagement partner assessed whether the engagement team collectively had the ap-
propriate competence and capabilities to identify and recognise non-compliance with laws
and regulations through the following:
• Understanding of, and practical experience with, audit engagement of a similar nature
and complexity, through appropriate training and participation; and
• Knowledge of the industry in which the client operates.
CONTINUED
48
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 auditor’s report.
Use of our report
This report is made solely to the group’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 group’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 group and the group’s members as a body, for our audit
work, for this report, or for the opinions we have formed.
Catherine Kelly (Senior Statutory Auditor)
For and on behalf of Cooper Parry Group Limited
Chartered Accountants and Statutory Auditor
Sky View
Argosy Road
East Midlands Airport
Castle Donnington
Derby
DE74 2SA
Date: 20 January 2025
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
SHOE ZONE PLC
CONTINUED
Financials
49
CONSOLIDATED INCOME STATEMENT FOR THE 52
WEEKS ENDED 28 SEPTEMBER 2024
Note
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Revenue
4, 8
161,322
165,657
Cost of sales
5
(125,802)
(124,805)
Gross profit
35,520
40,852
Administration expenses
5
(18,540)
(18,791)
Distribution costs
5
(5,660)
(5,311)
Profit from operations
11,320
16,750
Finance income
9
-
-
Finance expense
9
(1,204)
(568)
Profit before taxation
10,116
16,182
Taxation
10
(2,699)
(2,962)
Profit attributable to equity holders
of the parent
7,417
13,220
Earnings per Share – basic and diluted
28
16.04p
27.79p
The notes on pages 54 to 93 form part of these financial statements.
Financials
50
CONSOLIDATED STATEMENT OF TOTAL COMPREHENSIVE
INCOME FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
Note
52 weeks ended
28 September 2024
£’000
Restated*
52 weeks ended
30 September 2023
£’000
Profit/(Loss) for the period
7,417
13,220
Items that will not be reclassified subsequently to
the income statement
Remeasurement gains/(loss) on defined benefit
pension scheme
25
539
(2,054)
Movement in deferred tax on pension schemes
20
(135)
513
Items that will be reclassified subsequently to the
income statement
Fair value movements on cash flow hedges
(649)
(295)
Tax on cash flow hedges
162
54
Other comprehensive expense for the year
(83)
(1,782)
Total comprehensive income for the year
attributable to equity holders of the parent
7,334
11,438
The notes on pages 54 to 93 form part of these financial statements.
This note has been restated to remove the previously stated loss of £7,125k, in respect of the company’s share
buy-back programme. This was inconsistent with the requirements of IAS 1. This loss is stated in the statement of
consolidated changes in equity.
Financials
51
The notes on pages 54 to 93 form part of these financial statements. The financial statements were approved and
authorised for issue by the Board of Directors and were signed on its behalf by:
Charles Smith, Chief Executive, Date: 20 January 2025
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 28 SEPTEMBER 2024
Registered Number : 08961190
Assets
Non-current assets
Note
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Property, plant and equipment
12
23,938
19,178
Right of use assets
13
29,850
25,751
Deferred tax asset
-
529
Total non-current assets
53,788
45,458
Current assets
Inventories
14
37,951
33,752
Trade and other receivables
15
4,472
3,219
Cash and cash equivalents
26
3,640
16,354
Deferred tax asset
20
176
-
Corporation tax asset
525
58
Total current assets
46,764
53,383
Total assets
100,552
98,841
Current liabilities
Trade and other payables
17
(27,843)
(24,353)
Lease liabilities
13
(9,696)
(13,071)
Provisions
18
(2,707)
(1,026)
Total current liabilities
(40,246)
(38,450)
Non-current liabilities
Lease liabilities
13
(25,266)
(22,219)
Provisions
18
(767)
(2,766)
Employee benefit liability
25
(1,629)
(2,054)
Total non-current liabilities
(27,662)
(27,039)
Total liabilities
(67,908)
(65,489)
Net assets
32,644
33,352
Equity attributable to equity holders of the Company
Called up share capital
21
463
463
Merger reserve
2,662
2,662
Capital redemption reserve
37
37
Cash flow hedge reserve
(75)
412
Retained earnings
29,557
29,778
Total equity and reserves
32,644
33,352
Financials
52
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE 52 WEEKS ENDED 28 SEPTEMBER 2024
The above statement of changes in equity is restated to reflect the movement of the share buy back from other
comprehensive income.
Share capital comprises the nominal value of shares subscribed for. The capital redemption reserve represents share
purchased by the company back from shareholders.
The capital redemption reserve has arisen following the cancellation of shares purchased by the company from
shareholders.
The merger reserve has arisen as a result of the application of merger accounting to the group reorganisation on 26
March 2014.
The cash flow hedge reserve comprises of gains/losses arising on the effective portion of hedging instruments and
is carried at fair value in a qualifying cash flow hedge.
Retained earnings are all other net gains and losses and transactions with owners (e.g. dividends) not recognised
elsewhere.
Share
capital
£’000
Capital
redemption
reserve
£’000
Merger
reserve
£’000
Cash flow
hedge
reserve
£’000
Retained
earnings
£’000
Total
£’000
At 2 October 2022
495
5
2,662
653
33,428
37,243
Profit for the year
-
-
-
-
13,220
13,220
Defined benefit pension movements
-
-
-
-
(2,054)
(2,054)
Cash flow hedge movements
-
-
-
(295)
-
(295)
Deferred tax on other comprehensive
income
-
-
-
54
513
567
Total comprehensive income for the
year
(32)
32
-
(241)
11,679
11,438
Dividends paid during the year (note 11)
-
-
-
-
(8,204)
(8,204)
Share buy back
(7,125)
(7,125)
Total contributions by and distributions
to owners
-
-
-
-
(15,329)
(15,329)
At 30 September 2023
463
37
2,662
412
29,778
33,352
At 1 October 2023
Profit for the year
-
-
-
-
7,417
7,417
Defined benefit pension movements
-
-
-
-
539
539
Cash flow hedge movements
-
-
-
(649)
-
(649)
Deferred tax on other comprehensive
income
-
-
-
162
(135)
27
Total comprehensive income for the
year
-
-
-
(487)
7,821
7,334
Dividends paid during the year (note 11)
-
-
-
-
(8,042)
(8,042)
Total contributions by and distributions
to owners
-
-
-
-
-
-
At 28 September 2024
463
37
2,662
(75)
29,557
32,644
Financials
53
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Note
52 weeks ended
28 September 2024
£’000
Restated
52 weeks ended
30 September 2023
£’000
Operating activities
Profit after tax
7,417
13,220
Corporation tax charge
2,699
2,962
Finance income
-
-
Finance expense
1,204
568
Depreciation of property, plant and equipment
12
5,907
3,929
Fixed asset impairment and loss on disposal of property,
plant and equipment and right of use asset
12
838
369
Right-of-use asset, depreciation and impairment
13
11,793
12,846
29,858
33,894
(Increase)/decrease in trade and other receivables
15
(1,253)
2,852
Decrease in foreign exchange contract
16
(756)
(295)
Increase in inventories
14
(4,199)
(1,564)
Increase in trade and other payables
17
459
1,695
(Decrease)/increase in provisions
18
(318)
22
(6,067)
2,710
Cash generated from operations
23,791
36,604
Net corporation tax paid
10
(2,679)
(4,171)
Net cash flows from operating activities
21,112
32,433
Investing activities
Purchase of property, plant and equipment
12
(11,505)
(11,372)
Proceeds from sale of PPE
-
478
Net cash used in investing activities
(11,505)
(10,894)
Share buy-back
21
-
(7,125)
Capital element of lease repayments
(14,475)
(14,459)
Interest received
196
176
Dividends paid during the year
11
(8,042)
(8,204)
Net cash used in financing activities
(22,321)
(29,612)
Net increase in cash and cash equivalents
(12,714)
(8,073)
Cash and cash equivalents at beginning of year
16,354
24,427
Cash and cash equivalents at end of year
26
3,640
16,354
Financials
54
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
1. ACCOUNTING POLICIES
General information
Shoe Zone plc (the ‘Company’) is a public company incorporated and domiciled in England and
Wales. The registered office is at Haramead Business Centre, Humberstone Road, Leicester, LE1
2LH. The registered number of the Company is 08961190.
The Company and its subsidiaries’ (collectively the Group) principal activity is footwear retailing.
Basis of preparation
The principal accounting policies adopted in the preparation of the financial statements are set
out below. The policies have been consistently applied for the 52 weeks ended 28 September
2024 (2023: 52 weeks ended 30 September 2023).
These consolidated financial statements have been prepared in accordance with International
Financial Reporting Standards and Interpretations (collectively IFRSs) issued by the International
Accounting Standards Board (IASB) as adopted by the UK (‘UK adopted IFRSs’) and those parts
of the Companies Act 2006 that are applicable to companies that prepare financial statements
in accordance with IFRS.
The consolidated financial statements have been prepared on a going concern basis and under
the historical cost convention, as modified for the revaluation of certain financial assets and
financial liabilities at fair value.
The preparation of financial statements in compliance with adopted IFRS requires the use of
certain critical accounting estimates. It also requires management to exercise judgement in
applying the Group’s accounting policies. The areas where significant judgements and estimates
have been made in preparing the financial statements and their effect are disclosed in note 2.
The consolidated financial statements are presented in Sterling, which is also the Group’s
functional currency.
Amounts are rounded to the nearest thousand, unless otherwise stated.
Basis of consolidation
The consolidated financial statements incorporating the financial statements of Shoe Zone plc
and its subsidiary undertakings are all made up to 28 September 2024. The results for all subsid-
iary companies are consolidated using the acquisition method of accounting.
Where the Company has control over an investee, it is classified as a subsidiary. The Company
controls an investee if all three of the following elements are present: power over the investee,
exposure to variable returns from the investee, and the ability of the investor to use its power
to affect those variable returns. Control is reassessed whenever facts and circumstances indicate
that there may be a change in any of these elements of control.
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
55
The consolidated financial statements present the results of the Company and its subsidiaries
(‘the Group’) as if they formed a single entity. Intercompany transactions and balances between
group companies are therefore eliminated in full.
In the statement of financial position, the acquiree’s identifiable assets, liabilities and contingent
liabilities are initially recognised at their fair values at the acquisition date. The results of acquired
operations are included in the consolidated income statement from the date on which control is
obtained. They are deconsolidated from the date on which control ceases.
Going Concern
The Directors consider that the business is a going concern and that it is appropriate to prepare
the financial statements on a going concern basis. In reaching this conclusion, the Directors have
assessed the Group’s current performance and position and factors that may affect the Group’s
future prospects.
The business has experienced challenging trading conditions due to unseasonal weather and
a weakening in consumer confidence, which resulted in a profit downgrade announced on 18
December 2024. The Directors have reviewed the capital expenditure commitment, staffing
levels, additional sales promotions, store numbers and all costs, and will use all of these levers
to protect the cash position.
The Directors have reviewed forecasts and projections and consider that the Group has adequate
banking facilities and cash resources to meet its operational and capital commitments, and, on
that basis, the Directors have prepared the financial statements on a going concern basis.
Revenue
Revenue is measured at the fair value of the consideration received, or receivable, and represents
amounts receivable for goods supplied, stated net of discounts, return and value added taxes.
In the case of goods sold through retail stores, revenue is recognised when we have satisfied the
performance obligation of transferring the goods to the customer at the point of sale. In the case
of goods sold on the internet, revenue is recognised when we have satisfied the performance
obligation of transferring the goods to the customer, which is at the point of delivery to the
customer.
At the point of sale, a provision is made for the level of expected returns based on previous
experience.
Property, plant and equipment
Items of property, plant and equipment are initially recognised at cost. As well as 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:
1. ACCOUNTING POLICIES
CONTINUED
CONTINUED
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
56
Freehold and long leasehold
-
50 years on a straight line basis
Short leasehold and leasehold improvements
-
5-10 years on a straight line basis
Fixtures and fittings
-
5-10 years on a straight line basis
Motor vehicles
-
3-5 years on a straight line basis
No depreciation is provided against freehold land. Depreciation is provided against freehold shop
properties writing off the original cost less estimated residual value over the useful economic life
of the property which is estimated to be 50 years.
Assets under construction
Whilst held under assets under construction, no depreciation is charged on the assets. Once the
project is completed, the asset will be transferred to the correct fixed asset category.
Impairment of non-financial assets
The carrying values of non-financial assets are reviewed in conjunction with an independent
third party for impairment when there is an indication that assets might be impaired. When the
carrying value of an asset exceeds its recoverable amount, the asset is written down accordingly.
Where it is not possible to estimate the recoverable amount of an individual asset, the impairment
test is carried out on the asset’s cash generating unit (i.e. the smallest group of assets in which
the asset belongs for which there are separable identifiable cash flows).
Impairment charges are included in the consolidated income statement in cost of sales, except
to the extent they reverse previous gains recognised in the consolidated statement of total
comprehensive income.
Inventories
Inventories are initially recognised at cost on a first in first out basis, and subsequently at the
lower of cost and net realisable value. Cost comprises all costs of purchase, costs of conversion
and other costs incurred in bringing the inventories to their present location and condition.
Financial assets
The Group classified its financial assets into the categories, discussed below, due to the purpose
for which the asset was acquired. The Group has not classified any of its financial assets as held
to maturity.
The Group documents at the inception of the transaction the relationship between hedging
instruments and hedged items, as well as its risk management objectives and strategy for
undertaking various hedging transactions. The Group also documents its assessment, both at
hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging
transactions are highly effective in offsetting changes in fair values or cash flows of hedged items.
Cash and cash equivalents include cash in hand and deposits held at call with banks.
1. ACCOUNTING POLICIES
CONTINUED
CONTINUED
Financials
57
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Loans and receivables
Loans and receivable 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 goods to customers (e.g. trade receivables), but also incorporate other types of contractual
monetary asset. They are initially recognised at fair value plus transaction 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.
The Group’s loans and receivables comprise trade and other receivables and cash and cash
equivalents included within the consolidated statement of financial position.
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 Group 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. For trade receivables,
which are reported net, such provisions are recorded in a separate allowance account with the
loss being recognised within administrative expenses in the consolidated income statement.
On confirmation that the trade receivable will not be collectable, the gross carrying value of the
asset is written off against the associated provision.
Financial liabilities
The Group classified its financial liabilities as other financial liabilities which include the following:
• Trade payables and other short-term monetary liabilities, which are initially recognised at
fair value and subsequently carried at amortised cost using the effective interest method.
• Finance costs are charged to the income statement 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 associat-
ed capital instrument.
Derivative financial instruments and hedging activities
Hedge accounting is applied to financial assets and financial liabilities only where all of the
following criteria are met:
At the inception of the hedge relationship the Group documents the relationship between the
hedging instrument and the hedged item, along with its risk management and its strategy for
undertaking various hedge transactions. Furthermore, at the inception of the hedge and on
an ongoing basis, the Group documents whether the hedging instrument is highly effective in
offsetting changes in cash flows of the hedged item attributable to the hedged risk, which is
when the hedging relationships meet all of the following hedge effectiveness requirements:
1. ACCOUNTING POLICIES
CONTINUED
CONTINUED
Financials
58
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
• There is an economic relationship between the hedged item and hedged instrument;
• The effect of credit risk does not dominate the value changes that result from that eco-
nomic relationship; and
• The hedge ratio of the hedging relationship is the same as that resulting from the quan-
tity of the hedged item that the Group actually hedges and the quantity of the hedging
instrument the Group actually uses to hedge the quantity of the hedged item.
The Group uses derivative financial instruments such as forward foreign exchange contracts to
hedge its risks associated with foreign currency fluctuations. Such derivative financial instruments
are initially measured at fair value and subsequently remeasured at fair value. The fair value of
forward foreign exchange contracts is calculated by reference to current forward exchange rates
for contracts with similar maturity profiles.
The effective portion of changes in the fair value of derivatives that are designated and qualify as
cash flow hedges is recognised in other comprehensive income. The gain or loss relating to the
ineffective portion is recognised immediately in cost of sales in the income statement.
Amounts accumulated in equity are reclassified to inventories in the period when the purchase
occurs, matching the hedged transaction. The cash flows are expected to occur and impact on
profit and loss within 12 months from the year end.
When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria
for hedge accounting, any cumulative gain or loss previously recognised in equity is retained in
equity and is recognised when the forecast transaction is ultimately recognised in cost of sales in
the income statement. When a forecast transaction is no longer expected to occur, the cumula-
tive gain or loss that was reported in equity is immediately transferred to the income statement.
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.
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 statement of financial position date and are expected to apply
when the deferred tax liabilities or assets are settled or recovered. Deferred tax balances are not
discounted.
1. ACCOUNTING POLICIES
CONTINUED
CONTINUED
Financials
59
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Deferred tax assets are offset when the Group has legally enforceable rights to set off current tax
assets against current tax liabilities and the deferred tax liabilities relate to taxes levied by the
same tax authority on either:
• the same taxable group company; or
• different company entities which intend to either 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.
Provisions
Provision for dilapidations is made at the best estimate of the expenditure required to settle the
obligation at the reporting date, where material, discounted at the pre-tax rate reflecting current
market assessments of the time value of money and risks specific to the liability. A dilapidation
provision is only recognised on those properties which are likely to be exited. Where such
property is identified the full costs expected are recognised. This provision relates to the liability
of ‘wear and tear’ incurred on the leasehold properties and does not include any removal of shop
refits as experience indicates that liabilities do not arise for removal of shop refits. Dilapidations
are not included in IFRS 16 as they relate to ‘wear and tear’ and not structural alterations to the
buildings.
Foreign exchange
Transactions entered into the Group entities in a currency other than the functional currency are
recorded at the average monthly rate prevailing during the year. Foreign currency monetary
assets and liabilities are translated at the rates ruling at the reporting date.
Foreign exchange differences are recognised in the income statement.
Retirement benefits – defined contribution and benefit schemes
The Group operates both defined benefit and defined contribution funded pension schemes.
The schemes are administered by trustees and are independent of the Group.
Contributions to defined contribution schemes are charged to the consolidated income statement
in the year to which they relate.
1. ACCOUNTING POLICIES
CONTINUED
CONTINUED
Financials
60
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Defined benefit scheme surpluses and deficits are measured at:
• the fair value of plan assets at the reporting date; less
• plan liabilities calculated using the projected unit credit method discounted to its present
value using yields available on high quality corporate bonds that have maturity dates
approximating to the terms of the liabilities; plus
• unrecognised past service costs; less
• the effect of minimum funding requirements agreed with scheme trustees.
Re-measurements of the net defined obligation are recognised directly within equity. These
include actuarial gains and losses, return on plan assets (interest exclusive) and any asset ceilings
(interest exclusive).
Service costs are recognised in the income statement, and include current and past service costs
as well as gains and losses on curtailments.
Net interest expense (income) is recognised in the income statement, and is calculated by applying
the discount rate used to measure the defined benefit obligation (asset) at the beginning of the
annual period to the balance of the net defined benefit obligation (asset), considering the effects
of contributions and benefit payments during the year.
Gains or losses arising from changes to scheme benefits or scheme curtailments are recognised
immediately in the income statement.
Settlements of defined benefit schemes are recognised in the period in which the settlement
occurs.
A net pension asset may only be recognised when the group has an unconditional right to a
refund or to reductions in future contributions. As a result, no asset has been recognised at year
end.
Dividends
Dividends, including interim dividends, are recognised when they become legally payable. In
the case of final and special dividends, this is when approved by the shareholders at the AGM.
Lease accounting
The Group leases various properties as well as vehicles under lease agreements. At inception of
a contract the Group assesses whether the contract contains a lease. A lease is present where the
contract grants the right to control the asset for a period of time in exchange for consideration.
Where a lease is identified a right of use asset and a corresponding lease liability is recognised,
other than leases classed as “Short term,” less than 12 months, or “Low value,” under the avail-
able exemptions. Where the exemption has been taken advantage of, the lease cost are recog-
nised on a straight-line basis over the life of the lease within the Consolidated Income Statement.
1. ACCOUNTING POLICIES
CONTINUED
CONTINUED
Financials
61
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
The lease payments are discounted using the Group’s incremental borrowing rate of 6.46%.
Lease payments included within the initial recognition include:
• Fixed payments (including in-substance fixed payments)
• Variable lease payments that depend on an index or rate at the commencement date
• Amounts expected to be payable by the lessee under residual value guarantees
• Exercise price of a purchase option if the Group is reasonably certain to exercise that option
• Payments for penalties for terminating the lease if the lease term reflects the Group exer-
cising the option
Lease liability- subsequent measurement
The lease liability is subsequently measured by increasing the carrying value to reflect interest on
the lease liability and by reducing the carrying value to reflect the lease payments.
Lease liability- remeasurement
The lease liability is remeasured where:
• Change in the assessment of the original lease information; being a change in the lease
term or exercise of a purchase option.
• Lease payments change due to a change in an index or a rate or a change in expected
payment under the residual value guarantee
• The lease contract is modified and the lease modification isn’t treated as a separate lease
Right of use asset- initial recognition
The right of use asset comprises of the following:
• Initial measurement of the lease liability
• Any lease payments made at the commencement date, less any lease incentives received
• Any initial direct costs incurred by the group in taking out the lease
• Estimate of costs to be incurred by the group to restore the underlying asset to the condi-
tion required by the lease
Right of use asset- subsequent measurement
The right of use asset is depreciated over the shorter of the lease term and useful life of the asset
on a straight line basis.
• If a change in contract has been identified, see the “Lease liability- remeasurement” section
for further information, the right of use asset will also be adjusted.
• An impairment review will be undertaken in-line with the group impairment policy, as fur-
ther described in note 1, any identified impairment will be recognised against the right of
use asset.
• Where the lease liability is remeasured an equivalent adjustment is made to the right of use
asset unless its carrying value is reduced to zero, in which case the adjustment is recognised
in the consolidated income statement.
• When the lease liability is remeasured a revised discount rate is used based on the contract,
or if none is available the Groups incremental borrowing rate.
1. ACCOUNTING POLICIES
CONTINUED
CONTINUED
Financials
62
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Sale and leaseback
A sale and leaseback transaction is where the Group sells an asset and immediately reacquires
the use of the asset by entering into a lease with the counterparty. If a sale and leaseback meets
the criteria for a sale under IFRS 15 the transaction will be accounted for under IFRS 16. The
group measures the right-of-use asset arising for the leaseback in proportion to the carrying bal-
ance of the asset directly before the sale and this will be recognised as an addition to the right
of use asset and lease liability. The previous balance held for the asset will be de-recognised in
its entirety. For any sales that don’t meet the recognition criteria under IFRS 15 a finance liability
will be recognised for the consideration received.
For any sale and leaseback assets that are sold at above the market value of the asset these are
accounted for as additional financing provided by the counterparty and be recognised as an
increased lease liability for the amount.
NEW ACCOUNTING STANDARDS, INTERPRETATIONS AND
AMENDMENTS AND STANDARDS IN ISSUE BUT NOT YET
EFFECTIVE
The Group has not early adopted any new accounting standard, interpretation or amendment
that has been issued but is not effective.
The Group has applied for the first time the following new standards:
• Annual Improvements to IFRS Standards 2018-2020 Cycle - amendments to IAS 1, IFRS 9
and IFRS 16
• Amendments to IFRS 3 – Reference to the Conceptual Framework
• Amendments to IAS 16 – Property, Plant and Equipment: Proceeds before intended use
• Amendment to IAS 37 – Onerous Contracts: Cost of Fulfilling a Contract
• Interest Rate Benchmark Reform – Phase 2 – amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4
and IFRS 16.
By adopting the above, there has been no material impact on the Financial Statements.
At the date of authorisation of these consolidated Financial Statements, there are no standards
in issue from the International Accounting Standards Board (“IASB”) or International Financial
Reporting Interpretations Committee (“IFRIC”) which are effective for annual accounting periods
beginning on or after 28 September 2024 that will have a material impact on these Financial
Statements.
ACCOUNTING POLICIES
CONTINUED
CONTINUED
Financials
63
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The Shoe Zone plc Group makes certain estimates and assumptions regarding the future.
Estimates and judgements are continually evaluated based on historical experience and other
factors, including 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.
The estimates and assumptions that have a significant risk of causing a material adjustment to
the carrying amounts of assets and liabilities within the next financial year are discussed below.
Accounting estimates and assumptions
Retirement benefits:
The Groups’ defined benefit schemes’ pension surplus/obligation, which is assessed each period
by actuaries, is based on key assumptions including discount rates, mortality rates, inflation,
future salary costs and pension costs. These assumptions, individually or collectively, may be
different to actual outcomes; refer to note 25 for further details. A net pension asset may only
be recognized when the group has an unconditional right to a refund or to reductions in future
contributions. As a result, no asset has been recognised at year end.
Estimated impairment of store assets:
The Group tests whether store assets, being IFRS 16 right-of-use assets and associate leasehold
improvements, fixtures and fittings, have suffered any impairment in accordance with the ac-
counting policies stated in note 1.
The recoverable amount of cash-generating units is determined on a value-in-use calculation.
For impairment testing purposes the Group has determined that each store is a separate CGU.
The recoverable amount is calculated based on the Group’s latest forecast cash flows which are
then extrapolated to cover the period to the break date of the lease taking into account historic
performance and knowledge of the current market, together with the Group’s views of future
profitability of each CGU. The method requires an estimate of future cash flows and the selection
of a suitable discount rate in order to calculate the net present value of cash flows.
The value in use is calculated based on five year cash flow projections. The key assumptions in
the calculations are the sales growth rates, gross margin rates, changes in the operating cost
base and the pre-tax discount rate derived from the Group’s weighted average cost of capital
using the capital asset pricing model, the inputs of which include a risk-free rate, equity risk
premium and a risk adjustment (Beta). Given the number of assumptions used the assessment
involves significant estimation uncertainty.
CONTINUED
Financials
64
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The key assumptions, which are equally applicable to each CGU, in the cash flow projections
used to support the carrying amount of store assets were as follows:
The Group has performed a sensitivity analysis on the impairment tests for its store portfolio
using various reasonably possible scenarios. An increase of three percentage points in the post-
tax discount rate would have resulted in an increase to the impairment charge of £89,000. A
decrease of one percentage point in the growth rate after year three would have resulted in an
increase to the impairment charge of £89,000 PPE, Right of use asset £92,000.
Estimated useful life of property, plant and equipment:
At the date of capitalising property, plant and equipment, the Group estimates the useful life of
the asset based on management’s judgement and experience. Due to the significance of capital
investment to the Group, variances between actual and estimated useful economic lives could
impact results both positively and negatively.
Judgements
Foreign currency hedge accounting:
Group policy is to adopt hedge accounting for cash flows for the purchase of goods for resale.
Due to the degree of judgement in determining forecast cash flows there is a risk that the as-
sumptions made in the effectiveness testing are inappropriate.
Leases:
Discount rate - The weighted average lessee’s incremental borrowing rate applied to the lease
liabilities on 28 September 2024 was 6.46%. If the discount rate was changed by 1% this would
result in an increase of assets in excess of £300,000.
Key assumptions FY24
Year 1
Year 2
Year 3
Year 4
Year 5
Sales increase
(1.8)%
3%
3%
1.2%
1.2%
Existing gross margin movement
0.5%
2%
0%
0%
0%
Operating cost increase pre annum
6.0%
4%
3%
3%
3%
Discount rate
12%
12%
12%
12%
12%
Terminal growth rate
2%
2%
2%
2%
2%
Key assumptions FY23
Year 1
Year 2
Year 3
Year 4
Year 5
Sales increase
2%
1%
1%
1%
1%
Existing gross margin movement
2%
1%
0%
0%
0%
Operating cost increase pre annum
2.8%
1.8%
1.5%
1.5%
1.0%
Discount rate
8.5%
8.5%
8.5%
8.5%
8.5%
Terminal growth rate
2%
2%
2%
2%
2%
CONTINUED
Financials
65
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
3. FINANCIAL INSTRUMENTS – RISK MANAGEMENT
The Board has overall responsibility for the determination of the Group’s risk management ob-
jectives 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 Group’s competitiveness and flexibility. The
Group reports in Pound Sterling. All funding requirements and financial risks are managed based
on policies and procedures adopted by the Board of Directors. The Group does use forward
currency contracts to mitigate foreign exchange risk. The Group does not issue or use financial
instruments of a speculative nature.
The Group is exposed to the following financial risks:
• credit risk;
• liquidity risk; and
• foreign exchange risk.
The Group is exposed to risks that arise from its use of financial instruments. The principal
financial instruments used by the Group, from which financial instrument risk arises, are as
follows:
• trade and other receivables;
• cash and cash equivalents;
• forward foreign exchange contracts; and
• trade and other payables.
Fair value hierarchy
All financial instruments measured at fair value must be classified into one of the levels below:
• Level 1: Quoted prices in active markets;
• Level 2: Level 1 quoted prices are not available, but fair value is based on observable
market data; and
• Level 3: Inputs that are not based on observable market data.
The comparative note below has been restated to correct an error within the disclosure and
reflect the correct position at 30 September 2023.
CONTINUED
Financials
66
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
28 September 2024
£’000
Restated
30 September 2023
£’000
Financial assets
Financial assets at amortised cost
Trade receivables
435
411
Other receivables
930
357
Cash and cash equivalents
3,640
16,354
Total receivables and cash
5,005
17,122
Financial assets at fair value through profit or loss
-
56
Financial assets at fair value through other comprehensive income
-
253
Total financial assets
5,005
17,431
28 September 2024
£’000
30 September 2023
£’000
Financial liabilities
Financial liabilities at amortised cost
Trade and other payables
23,004
22,950
Financial liabilities at fair value through other comprehensive
income
Financial liabilities at fair value through profit and loss
375
-
Financial liabilities at fair value through other comprehensive
income
612
-
Total financial liabilities
23,991
22,950
3. FINANCIAL INSTRUMENTS – RISK MANAGEMENT
CONTINUED
CONTINUED
Financials
67
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
67
To the extent financial instruments are not carried at fair value in the consolidated statement of
financial position, book value approximates to fair value at 28 September 2024 and 30 September
2023.
Trade and other receivables are measured at amortised cost. Book values and expected cash
flows are reviewed by the Board and any impairment charged to the consolidated income
statement in the relevant period.
Cash and cash equivalents are held in Pound Sterling and placed on deposit in UK banks.
Trade and other payables are measured at amortised cost.
Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counter-party to a financial
instrument fails to meet its contractual obligations. At 28 September 2024 the Group has trade
receivables of £435,000 (2023: £411,000).
£237,000 of the balance relates to payments due from a single large multinational supplier, no
other balance exceeds £50,000 and these are considered immaterial by the company.
The Directors are unaware of any factors affecting the recoverability of outstanding balances
at 28 September 2024 and previously and consequently no provisions have been made for
expected credit losses.
All cash balances and derivative financial instruments are held with reputable banks and service
providers and the Board monitors its exposure to counterparty risk on an on-going basis.
Liquidity risk
Liquidity risk arises from the Group’s management of working capital. It is the risk that the Group
will encounter difficulty in meeting its financial obligations as they fall due. The Group’s policy is
to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become
due.
Trade payables are repayable within 3 months. The Group prepares and maintains detailed cash
flow forecasts to monitor cash requirements and manage liquidity risk.
3. FINANCIAL INSTRUMENTS – RISK MANAGEMENT
CONTINUED
CONTINUED
Financials
68
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
68
At 28 September 2024
Up to 3
months
£’000
Between
3 and 12
months
£’000
Between 1
and 2 years
£’000
Between 2
and 5 years
£’000
Over 5 years
£’000
Trade and other payables
23,991
-
-
-
-
Total financial liabilities
23,991
-
-
-
-
At 30 September 2023
Up to 3
months
£’000
Between
3 and 12
months
£’000
Between 1
and 2 years
£’000
Between 2
and 5 years
£’000
Over 5 years
£’000
Trade and other payables
22,950
-
-
-
-
Total
22,950
-
-
-
-
The following table sets out the contractual maturities (representing undiscounted contractual
cash-flows) of financial liabilities:
3. FINANCIAL INSTRUMENTS – RISK MANAGEMENT
CONTINUED
Foreign exchange risk
The Group is predominantly exposed to foreign exchange risk on purchases from major suppliers
based in the Far East. Purchases are made on a central basis and the risk is mitigated using
forward foreign currency exchange contracts.
The fair value of forward foreign exchange contacts has been determined based on discounted
market forward currency exchange rates at the statement of financial position date.
Foreign currency: Sensitivity Analysis
A sensitivity rate of 10% represents the Directors’ reasonable assessment of a possible change,
based on historic volatility.
The analysis assumes that exchange rate fluctuations on currency derivatives that form part of an
effective cash flow hedge relationship affect the fair value reserve in equity and the fair value of
the hedging derivatives. For foreign exchange derivatives which have ceased to have a hedging
relationship, these movements in exchange rates impact the income statement.
Positive figures represent an increase in profit or equity.
CONTINUED
Financials
69
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
69
Income Statement
Equity
2024
£’000
2023
£’000
2024
£’000
2023
£’000
Sterling strengthens by 10%
(678)
(25)
(1,337)
265
Sterling weakens by 10%
829
802
1,681
(546)
3. FINANCIAL INSTRUMENTS – RISK MANAGEMENT
CONTINUED
Year-end exchange rates applied in the above analysis are US Dollar 1.34 (2023: 1.23).
Strengthening and weakening of Sterling may not produce symmetrical results depending on
the proportion and nature of foreign exchange derivatives which cease to qualify for hedge
accounting.
Interest rate risk
The Group is exposed to interest rate risk which is managed centrally. The Group reviews the
exposure periodically and will manage its interest rate risk by reviewing appropriate facilities.
Capital management
In order to maintain or adjust the capital structure, the Group may adjust the value of dividends
paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce
debt.
The Group’s capital is made up of share capital, merger reserve, capital redemption reserve,
cash flow hedge reserve and retained earnings totalling £32,644,000 (30 September 2023:
£33,352,000).
The Group’s objectives when maintaining capital are
• to safeguard the entity’s ability to continue as a going concern, so that it can con-
tinue to provide returns for shareholders and benefits for other stakeholders; and
• to provide an adequate return to shareholders by pricing products and services commen-
surately with the level of risk.
The capital structure of the Group consists of shareholders’ equity as set out in the consolidated
statement of changes in equity. All working capital requirements are planned to be financed
from existing cash resources whenever possible.
CONTINUED
Financials
70
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Revenue arises from:
Sales of goods
161,322
165,657
4. REVENUE
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Inventories recognised as an expense
61,521
62,542
Employee benefit expenses
38,845
38,784
Depreciation and impairment charge of property, plant and
equipment
6,333
4,062
Depreciation and impairment charge of right of use assets
11,793
12,846
Rentals under operating leases:
Land and buildings
738
725
Other
34
6
Loss/(gain) on disposal of property, plant and equipment
67
(282)
Loss on disposal of right-of-use assets
(126)
(393)
Administration expenses
3,919
3,791
Loss/(Gain) on Foreign Exchange
(132)
616
Other costs
27,010
26,210
150,002
148,907
5. EXPENSES BY NATURE
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
The audit of the parent company
16
15
Audit of subsidiary financial statements pursuant to legislation
85
66
Other services
9
21
110
102
6. AUDITOR’S REMUNERATION
CONTINUED
Financials
71
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
71
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Employee benefit expenses (including Directors) comprise:
Wages and salaries
35,606
35,670
Social security costs
2,079
2,046
Other pension costs
1,160
1,068
38,845
38,784
7. EMPLOYEE BENEFIT EXPENSES
52 weeks ended
28 September 2024
No.
52 weeks ended
30 September 2023
No.
Sales and distribution
2,310
2,440
Directors
5
5
Administration
149
148
2,464
2,593
52 weeks ended
28 September 2024
£’000
52 weeks ended
1 October 2023
£’000
Directors’ remuneration, included in staff costs:
Salaries and benefits
980
1,187
Pension contributions
61
17
1,041
1,204
Information regarding the highest paid Director is as follows:
Salary and benefits
445
560
445
560
The average monthly number of employees during the year was as follows:
The average monthly number of full time equivalent employees during the period was 1,237 (2023: 1,302).
Shoe Zone plc does not employ any members of staff and has no staff costs during the year (2023: Nil).
CONTINUED
Financials
72
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
72
Operating segments are reported in a manner consistent with the internal reporting provided to
the chief operating decision-maker. The chief operating decision-maker has been identified as the
management team including the Chairman, Chief Executive and Finance Director.
The Board considers that each store is an operating segment but there is only one reporting segment
as the stores qualify for aggregation, as defined under IFRS 8. The Directors now consider Digital to
be its own operating segment. Management reviews the performance of the Group by reference to
total results against budget. The total profit measures are operating profit and profit for the year, both
disclosed on the face of the consolidated income statement. No differences exist between the basis of
preparation of the performance measures used by management and the figures in the Group financial
statements.
8. SEGMENTAL INFORMATION
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Revenue
United Kingdom stores
125,594
134,078
Digital
35,248
30,966
Other
480
613
161,322
165,657
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Non-current assets by location:
United Kingdom
53,788
44,929
53,788
44,929
Digital non-current and current assets have not been disclosed due to the immaterial value. The
UK store contribution is £22.2m (2023: £30.5m) and digital contribution is £9.0m (2023: £8.6m), the
total contribution being £28.8m. The difference between this and the stated profit before tax on the
consolidated income statement, is the remaining head office and central warehousing costs, financing
charges and interest.
The deferred tax asset of £176,000 (2023: £529,000) is unallocated.
There are no customers with turnover in excess of 10% of total turnover.
CONTINUED
Financials
73
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
73
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Finance expense
Interest expense on lease liability
(1,285)
(744)
Interest received on bank deposits
203
182
Net interest expense on defined benefit pension scheme
(note 25)
(114)
-
Other finance expense
(8)
(6)
Total finance expense
(1,204)
(568)
9. FINANCE INCOME AND EXPENSES
52 weeks ended
28 September 2024
£’000
Restated
52 weeks ended
30 September 2023
£’000
Current tax expense
Current tax on profit for the year
2,157
2,664
Adjustment for under/(over) provision in prior years
55
(511)
Total current tax
2,212
2,153
Deferred tax expense
Adjustment for under/(over) provision in prior years
64
(222)
Current deferred tax charge
423
1,031
Taxation charge
2,699
2,962
10. INCOME TAX
CONTINUED
Financials
74
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
74
52 weeks ended
28 September 2024
£’000
Restated
52 weeks ended
30 September 2023
£’000
Profit for the year
7,417
13,220
Income tax charge
2,699
2,962
(Profit / (loss) before income taxes
10,116
16,182
Expected tax charge based on corporation tax rate of 25%
2,529
3,560
Expenses not deductible for tax purposes
(308)
110
Effective change of rate
423
25
Adjustments to tax charge in respect of previous period
55
(733)
Total tax charge
2,699
2,962
*The allocation of the deferred tax charge for the year ended 30 September 2023 has been updated
to reflect the appropriate split between amounts relating to the current year and amounts relating to
under/(over) provision in the prior year. The total deferred tax charge is unchanged. The reconciliation
of tax charge has been updated accordingly.
The reason for the difference between the actual tax charge for the period and the standard rate of
corporation tax in the United Kingdom applied to profit for the period is as follows:
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Dividends paid during the year
8,042
8,204
11. DIVIDENDS
Of the £8.0m, £6.8m relates to the previous financial year and £1.2m relates to the interim dividend
of 2.5 pence per share that was paid in August 2024.
CONTINUED
Financials
75
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Freehold and
long leasehold
properties
Short leasehold
and leasehold
improvements
Motor vehicles
Fixtures and
fittings
Assets under
construction
Total
£’000
£’000
£’000
£’000
£’000
£’000
Cost
At 1 October 2022
205
17,657
1,046
37,573
-
56,481
Additions
-
3,469
870
6,160
873
11,372
Disposals
(205)
(2,351)
(20)
(3,394)
-
(5,970)
At 30 September 2023
-
18,775
1,896
40,339
873
61,883
Additions
-
3,754
1,208
5,822
723
11,507
Transfer
-
60
-
813
(873)
-
Disposals
-
(2,367)
(219)
(3,274)
-
(5,860)
At 28 September 2024
-
20,222
2,885
43,700
723
67,530
Depreciation
At 1 October 2022
8
14,398
246
29,247
-
43,899
Charge for the year
1
999
361
2,577
-
3,938
Disposals
(9)
(2,158)
(7)
(3,082)
-
(5,256)
Impairments
-
33
-
91
-
124
At 30 September 2023
-
13,272
600
28,833
-
42,705
Charge for the year
-
1,676
572
3,659
-
5,907
Disposals
-
(2,224)
(160)
(3,062)
-
(5,446)
Impairments
-
216
-
210
-
426
At 28 September 2024
-
12,940
1,012
29,640
-
43,592
Net book value
At 28 September 2024
-
7,282
1,873
14,060
723
23,938
At 30 September 2023
-
5,503
1,296
11,506
873
19,178
At 1 October 2022
197
3,259
800
8,326
-
12,582
12. PROPERTY,
PLANT AND
EQUIPMENT
CONTINUED
Financials
76
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
13. LEASES
The majority of the Group’s trading stores are leased under operating leases. The Group also has a
number of non-property operating leases relating to vehicles.
Information about leases for which the Group is a lessee is presented below:
Property
£’000
Motor vehicles and
equipment
£’000
Total
£’000
Balance at 1 October 2022
25,336
245
25,581
Additions
7,165
0
7,165
Disposals
-
-
-
Depreciation
(12,429)
(184)
(12,613)
Effect of modification to lease terms
5,823
28
5,851
Impairment
(233)
0
(233)
Balance at 30 September 2023
25,662
89
25,751
Additions
4,752
0
4,752
Disposals
-
-
-
Depreciation
(12,587)
(91)
(12,678)
Effect of modification to lease terms
11,133
7
11,140
Impairment
(555)
-
(555)
Balance at 28 September 2024
29,845
5
29,850
The table below sets out the maturity analysis of future lease payments:
The above note has been reformatted to better display the movements in lease net book values.
Maturity analysis – contracted undiscounted cash flows
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Less than one year
14,003
13,646
Between one and five years
25,854
21,729
More than five years
1,518
1,742
Total undiscounted lease liabilities
41,375
37,118
Carrying value of lease liabilities included in balance sheet
38,128
35,290
Current
12,862
13,071
Non-current
25,266
22,219
CONTINUED
Financials
77
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
CONTINUED
13. LEASES
There were no write downs of stock during the year or any reversal of any prior year write-downs.
This note has been restated due to our software recognising a loss on disposal when a lease is modified,
no loss on disposal has occurred.
The carrying value of leases reflect timing differences between actual payments and the IFRS expected
payment dates.
Operating leases
The Group has a number of stores on short-term rental and a small number of outlets where a subsec-
tion are sublet to third parties at a contracted rate. The Group has classified these leases as operating
leases because they do not transfer substantially all the risks and rewards of the right-of-use-asset.
In line with IAS36 the carrying value of the right-of-use-asset is assessed for impairment and booked
where necessary.
Movement of carrying value of lease liabilities
Property
£’000
Motor vehicles
& equipment
£’000
Total
£’000
Balance at 01 October 2022
35,603
242
35,845
Additions
14,891
32
14,923
Disposal
(1,800)
-
(1,800)
Interest
776
5
781
Repayment of lease liability
(14,272)
(187)
(14,459)
Balance at 30 September 2023
35,198
92
35,290
Additions
18,433
11
18,444
Disposal
(2,415)
-
(2,415)
Interest
1,284
1
1,285
Repayment of lease liability
(14,383)
(93)
(14,476)
Balance as at 28 September 2024
38,117
11
38,128
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Goods for resale
37,233
32,887
Shop fitting materials and other consumables
718
865
37,951
33,752
14. INVENTORIES
CONTINUED
Financials
78
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
78
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Trade receivables
435
411
Derivative financial instruments (see note 16)
-
309
Prepayments
3,107
2,142
Other receivables
930
357
4,472
3,219
15. TRADE AND OTHER RECEIVABLES
16. DERIVATIVE FINANCIAL INSTRUMENTS
At the statement of financial position date, details of the forward foreign exchange contracts that the Group has
committed to are as follows:
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Derivative financial asset/(liability)
Derivatives not designated as hedging instruments
(612)
253
Derivatives designated as hedging instruments
(375)
56
(987)
309
There are no impairment provisions or receivables past due in either year.
The maximum exposure to credit risk at the reporting date is the fair value of the derivative assets in
the consolidated statement of financial position.
The notional principal amounts of outstanding forward foreign exchange contracts at 28 September
2024 were $30,000,000 (2023: $24,000,000). The fair value of the forward foreign exchange contracts
are within the level 2 of the fair value hierarchy and have been valued on the basis of observable market
data. The key input into the valuation is market rates of financial instruments at the reporting date.
CONTINUED
Financials
79
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
79
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Current
Trade payables
15,886
15,676
Derivative financial liability
987
-
Social security and other taxes
1,673
1,403
Other payables and finance lease liability
806
476
Accruals
5,325
6,798
24,677
24,353
17. TRADE AND OTHER PAYABLES
Customer Returns
£’000
Dilapidations
£’000
Total
£’000
As at 30 September 2023
243
3,549
3,792
Additions
241
536
777
Amounts utilised
(243)
(172)
(415)
Amounts released
-
(680)
(680)
As at 28 September 2024
241
3,233
3,474
18. PROVISIONS
Customer Returns
£’000
Dilapidations
£’000
Total
£’000
Current
241
2,466
2,707
Non-current
-
767
767
As at 28 September 2024
241
3,233
3,474
The provisions are aged as follows:
For all products, the Group has incurred an obligation to exchange the item if it is faulty due to a lack
of quality or give the client a refund if they are not satisfied. Revenue from the sale of the products
is recognised once the product is sold, however, a provision for customer returns based on previous
experience is recognised at the same time. In the prior year a stock loss provision was included which
is now included in inventories.
Leasehold dilapidations relate to the estimated cost of returning a leasehold property to its original state
at the end of the lease in accordance with the lease terms. The main uncertainty relates to estimating
the cost that will be incurred at the end of the lease.
CONTINUED
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
80
19. CONTINGENT LIABILITIES
Shoe Zone plc and its subsidiary undertakings have given a duty deferment guarantee in favour of HM
Revenue and Customs amounting to £800,000 (2023: £800,000).
20. DEFERRED TAX
Deferred tax is calculated in full on temporary differences under the liability method using a tax rate of
25% (30 September 2023: 25%).
The movement on the deferred tax account is as shown below:
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
At beginning of the year
529
720
Recognised in income statement:
Tax expense (note 10)
(487)
(809)
Recognised in other comprehensive income:
Actuarial gain / loss on defined benefit pension schemes
(135)
513
Cashflow hedge
269
105
At end of the period
176
529
The deferred tax has arisen due to the following:
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Accelerated capital allowances
598
(177)
Short term timing differences
107
54
Derivatives - cashflow hedge
(110)
(116)
IFRS 16 Leases
(284)
254
Defined benefit pension scheme
(135)
514
176
529
The Group has a recognised deferred tax asset £176,000 as at 28 September 2024 (2023: £529,000).
There are estimated losses available to offset against future capital taxable profits amounting to
approximately £nil (2023: £nil).
CONTINUED
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
81
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Share capital issued and fully paid
46,250,000 (2023:46,250,000) ordinary shares of 1p each
463
463
21. SHARE CAPITAL
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.
During the 52 weeks ended 30 September 2023 the company bought back 3,250,000 ordinary 1p
shares for a total consideration of £7,125,000. The shares were subsequently cancelled.
Finance leases
Where substantially all of the risks and rewards incidental to ownership of a leased asset have been
transferred to the Shoe Zone plc Group (a ‘finance lease’), the asset is treated as if it had been purchased
outright.
The amount initially recognised as an asset is the lower of the fair value of the leased property and the
present value of the minimum lease payments payable over the term of the lease. The corresponding
lease commitment is shown as a liability. Lease payments are analysed between interest and capital.
The interest element is charged to the consolidated income statement over the period of the lease
and is calculated so that it represents a constant proportion of the lease liability. The capital element
reduces the balance owed to the lessor.
22. LEASES
Motor Vehicle
28 September 2024
£’000
Motor Vehicle
30 September 2023
£’000
Not later than one year
20
27
Later than one year and not later than five years
1
22
Later than five years
-
-
21
49
Finance leases are secured on the assets to which they relate to. The net book value of assets held
under finance lease is £70,000 (2023: £101,000).
CONTINUED
Financials
82
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
23. PENSION COSTS
The Group operates two pension schemes in the UK: the Shoe Zone Pension Scheme and the Shoefayre
Limited Pension and Life Assurance Scheme. The Shoe Zone Pension Scheme provided benefits on a
defined benefit basis for service up to 30 September 2001. For service after that date, benefits are
provided on a defined contribution basis. The Shoefayre Limited Pension and Life Assurance Scheme
provided benefits on a defined benefit basis but was closed to future accrual on 30 June 2009. The
scheme was acquired on the purchase of Shoefayre Limited on 19 September 2007. The assets of all
schemes are held in separate trustee administered funds. There have been no contributions to the
scheme this year.
The schemes are exposed to a number of risks, including:
• Investment risk: movement of discount rate used (high quality corporate bonds) against the
return from plan assets,
• Interest rate risk: decreases/increases in the discount rate used (high quality corporate bonds)
will increase/decrease the defined benefit obligation,
• Longevity risk: changes in the estimation of mortality rates of current and former employees.
The following figures are based on a full actuarial valuation performed in April 2022 and March 2022 for
the Shoe Zone and Shoefayre schemes respectively which was carried out by a qualified independent
actuary. This actuarial valuation has been updated to 28 September 2024 for the purpose of calculating
the pension deficit and disclosures in the current year. The Trustees of the Shoe Zone scheme entered
into a buy in contract with Rothesay in March 2023
Post retirement mortality
Life expectancy
28 September 2024
Years
30 September 2023
Years
Male currently aged 45
87.8
87.7
Female currently aged 45
89.8
89.7
Male currently aged 65
86.0
86.0
Female currently aged 65
88.3
88.2
CONTINUED
Financials
83
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
83
23. PENSIONS
CONTINUED
Financial assumptions
28 September 2024
%
30 September 2023
%
Deferred pension revaluation - Shoe Zone Scheme
2.80
2.95
Deferred pension revaluation - Shoefayre Scheme
2.80
3.05
Pension increases
3.25
3.45
Discount rate
5.00
5.55
Consumer Price Index - Shoe Zone Scheme
2.80
2.95
Consumer Price Index - Shoefayre Scheme
2.80
3.05
Retail Price Index
3.40
3.60
The weighted average duration of the defined benefit obligation for the Shoe Zone scheme at 28
September 2024 is 10 years (30 September 2023: 10 years).
The weighted average duration of the defined benefit obligation for the Shoefayre scheme at 28
September 2024 is 12 years (30 September 2023: 12 years).
Defined benefit scheme - Shoe Zone Pension Scheme Assets
Assets
The Shoe Zone Pension Scheme provided benefits on a defined benefit basis for service up to 30
September 2001. For service after that date, benefits are provided on a defined contribution basis.
The major categories of assets as a percentage of total assets are as follows:
CONTINUED
Financials
84
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
84
Asset category
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Cash
5%
3%
Insured assets
95%
97%
100%
100%
The actual return on the Scheme’s assets net of expenses over the year to the review date was a loss of
£3,296,000 (30 September 2023: loss of £5,289,000).
The assets do not include any investments in shares of the Group.
The expected return on assets is a weighted average of the assumed long-term returns available on
high quality corporate bonds in line with the method used to value the liabilities. Equity and property
returns are developed based on the selection of an appropriate risk premium above the risk free rate
which is measured in accordance with the yield on the government bonds. Bond returns are selected by
reference to the yields on the government and corporate debt, as appropriate to the scheme holdings
of these instruments. The expected returns on the Target Return Funds are equal to the fund’s targets.
The assets are insured with Rothesay Life which is not a related party of Shoe Zone, the proceeds
of the buy-in policy are paid to the Scheme and are only used to meet benefits paid to members of
the scheme, the proceeds of the policy would not be available to the creditors of the Company on
insolvency as the buy-in is an asset of the Scheme which is a separate entity.
23. PENSIONS
CONTINUED
Amounts recognised in the income statement over the year
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Interest cost
(1,825)
(1,562)
Return on assets
1,856
1,942
Administration costs
-
(561)
Interest on asset restriction
(31)
(380)
-
(561)
CONTINUED
Financials
85
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
85
Amounts recognised in the statement of financial position
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Fair value of assets
35,375
34,753
Present value of funded obligations
(34,864)
(34,206)
Surplus
511
547
Impact of asset ceiling
(511)
(547)
Net defined benefit liability
-
-
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Return on plan assets
1,440
(7,231)
Actuarial (loss) / gains arising from changes in:
Demographic assumptions
58
1,078
Financial assumptions
(1,565)
(238)
Total actuarial gain/(loss)
(1507)
840
Changes in effect of asset ceiling
67
6,952
Deferred tax on employee benefit scheme
-
-
Total amount recognised in other comprehensive expense
-
561
Amounts recognised in other comprehensive income
23. PENSIONS
CONTINUED
CONTINUED
Financials
86
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
86
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Fair value of assets at the beginning of the year
34,753
36,159
Return on assets
1,856
1,942
Recognition of historic buy-in policies
-
6,264
Administration costs
-
(561)
Benefits paid
(2,674)
(1,820)
Actuarial gain/(loss)
1,440
(7,231)
Fair value of assets at the end of the year
35,375
34,753
Reconciliation of assets and defined benefit obligation
The change in assets over the year was:
23. PENSIONS
CONTINUED
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Defined benefit obligation at the beginning of the year
34,206
29,040
Recognition of historic buy-in policies
-
6,264
Interest cost
1,825
1,562
Benefits paid
(2,674)
(1,820)
Actuarial gain/ (loss)
1,507
(840)
Defined benefit obligation at the end of the period
34,864
34,206
The change in defined benefit obligation over the year was:
CONTINUED
Financials
87
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
87
Adjustments to assumptions
Approximate effect on liabilities
Discount rate
Plus 0.50%
-4.0%
Minus 0.50%
5.0%
Inflation
Plus 0.50%
1.0%
Minus 0.50%
-1.0%
Life expectancy
Plus 1.0 years
6.0%
Minus 1.0 years
-6.0%
Sensitivity of the value placed on the liabilities:
Note that the above sensitivities are approximate and only show the likely effect of an assumption
being adjusted whilst all other assumptions remain the same.
23. PENSIONS
CONTINUED
Asset Category
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Equities
20%
34%
Fixed Income
58%
43%
Cash
1%
1%
Alternatives
21%
22%
100%
100%
Defined benefit scheme - Shoefayre Limited Pension and Life Assurance Scheme
The company operates the Shoefayre Limited Pension and Life Assurance Scheme. The scheme
provided benefits on a defined benefit basis but was closed to future accrual on 30 June 2009.
The major categories of assets as a percentage of total assets are as follows:
CONTINUED
Financials
88
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
88
Amounts recognised in the statement of financial position
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Fair value of assets
23,698
22,107
Present value of funded obligations
(25,327)
(24,161)
Net liability
(1,629)
(2,054)
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Gain on plan assets
1,744
(4,206)
Actuarial gains / (loss) / gains arising from changes in:
Demographic assumptions
36
656
Financial assumptions
(1,241)
(375)
Total actuarial gain
(1205)
281
Changes in effect of ceiling
-
1,871
Deferred tax on employee benefit scheme
(135)
513
Total amount recognised in other comprehensive income
404
(1,541)
Defined benefit scheme - Shoefayre Limited Pension and Life Assurance Scheme (continued)
Amounts recognised in other comprehensive income
23. PENSIONS
CONTINUED
The pension scheme has recently changed investment managers who provide a different classification for investments.
The actual return on the Scheme’s assets net of expenses over the year to the review date was a loss of £2,934,000
(2023: loss of £2,791,000). The assets do not include any investments in shares of the company.
The expected return on assets is a weighted average of the assumed long-term returns available on high quality
corporate bonds in line with the method used to value the liabilities. Equity and property returns are developed
based on the selection of an appropriate risk premium above the risk free rate which is measured in accordance with
the yield on the government bonds. Bond returns are selected by reference to the yields on the government and
corporate debt, as appropriate to the scheme holdings of these instruments. The expected returns on the Target
Return Funds are equal to the fund’s targets.
CONTINUED
Financials
89
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
89
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Interest cost
(1,304)
(1,317)
Interest on effect of asset ceiling
-
(98)
Return on assets
1,190
1,415
(114)
-
Amounts recognised in the income statement over the year
23. PENSIONS
CONTINUED
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Fair value of assets at the beginning of the year
22,107
26,081
Expected return on assets
1,190
1,415
Employer contributions
-
-
Benefits paid
(1,343)
(1,183)
Actuarial (loss)/ gain on assets
1,744
(4,206)
Fair value of assets at the end of the period
23,698
22,107
Defined benefit scheme - Shoefayre Limited Pension and Life Assurance Scheme (continued)
Reconciliation of assets and defined benefit obligation
The change in assets over the year was:
CONTINUED
Financials
90
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
90
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Defined benefit obligation at the beginning of the year
24,161
24,308
Interest cost
1,304
1,317
Benefits paid
(1,343)
(1,183)
Actuarial gain / (loss) on obligation
1,205
(281)
Defined benefit obligation at the end of the period
25,327
24,161
The change in defined benefit obligation over the year was:
Adjustments to assumptions
Approximate effect on liabilities
Discount rate
Plus 0.50%
-6.0%
Minus 0.50%
6.0%
Inflation
Plus 0.50%
2.0%
Minus 0.50%
-2.0%
Life Expectancy
Plus 1.0 years
4.0%
Minus 1.0 years
-4.0%
Note that the above sensitivities are approximate and only show the likely effect of an assumption
being adjusted whilst all other assumptions remain the same.
Defined benefit scheme - Shoefayre Limited Pension and Life Assurance Scheme (continued)
Sensitivity of the value placed on the liabilities:
23. PENSIONS
CONTINUED
CONTINUED
Financials
91
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
91
24. CASH AND CASH EQUIVALENTS
Cash and cash equivalents for the purpose of the statement of cash flow comprise:
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Cash at banks and in hand
3,640
16,354
Shoe Zone
Pension Scheme
ShoeFayre Limited
Pension and Life
Assuurance Scheme
Total
Interest cost
(1,825)
(1,304)
(3,129)
Administration cost
1,856
1,856
Interest in asset restriction
(31)
(31)
Return on assets
-
1,190
1,190
Consolidated icome statement
-
(114)
(114)
Shoe Zone
Pension Scheme
ShoeFayre Limited
Pension and Life
Assuurance Scheme
Total
Fair value of assets
35,375
23,698
59,073
Defined benefit Obligation
(34,864)
(25,327)
(60,191)
511
(1,629)
(1,118)
Effect of asset ceiling
(511)
-
(511)
Consolidated statemnet of Financial Position
-
(1,629)
(1,629)
23. PENSIONS
CONTINUED
Reconciliation to amounts shown in the Consolidated Income Statement
Reconciliation to amounts shown in the Consolidated Statement of Financial Position
CONTINUED
Financials
92
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
92
25. RELATED PARTY TRANSACTIONS
Balances and transactions between the Company and its subsidiaries, which are related parties of
the Company, have been eliminated on consolidation and are not disclosed in this note. Details of
transactions between the Group and other related parties are disclosed below.
During the year the group donated £256,000 to the Shoe Zone Trust for distribution to a variety of
charities, this derives from carrier bag sales and a donation equivalent to 2% of profits (2023: £820,000).
During the year, the Group entities entered into the following trading transactions with Group pension
schemes:
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Rent paid to Zone Executive Pension Scheme
180
138
Contributions to the:
Shoe Zone Worksave Pension Plan
1,056
1,033
Shoefayre Limited Pension and Life Assurance Scheme
-
-
1,236
1,171
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Short term employee benefits
980
1,183
Post-employment benefit
61
17
Employers national insurance
141
165
1,182
1,365
During the year, the key management personnel remuneration included within staff costs are as follows:
Key management personnel are considered to be the Directors of Shoe Zone plc
CONTINUED
Financials
93
NOTES TO THE FINANCIAL STATEMENTS FOR THE
52 WEEKS ENDED 28 SEPTEMBER 2024
26. EARNINGS PER SHARE
Earnings per share is calculated by dividing profit for the year by the weighted average number of
shares outstanding during the year.
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Numerator
Profit for the year and earnings used in basic and diluted EPS
16.04p
27.79p
52 weeks ended
28 September 2024
52 weeks ended
30 September 2023
Denominator
Weighted average number of shares used in basic and diluted
EPS
46,250,000
46,250,000
28. ULTIMATE CONTROLLING PARTY
The company is controlled by the Smith family albeit there is not a single controlling party.
27. ANALYSIS OF NET CASH
30 September
2023
Cashflows
28 September
2024
Cash at bank and in hand
16,354
(12,714)
3,640
Bank loan
-
-
-
16,354
(12,714)
3,640
CONTINUED
Financials
94
Financials
94
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 28 SEPTEMBER 2024
Registered Number 08961190
Note
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Fixed assets
Investments
2
68,644
68,644
68,644
68,644
Current assets
Debtors
3
33
8
33
8
Creditors: amounts falling due within one year
4
(10,344)
(10,179)
Net current liabilities
(10,311)
(10,171)
Net assets
58,333
58,473
Capital and reserves
Called up share capital
5
463
463
Merger reserve
6
586
586
Capital redemption reserve
37
37
Profit and loss account
6
57,247
57,387
Total shareholders’ funds
58,333
58,473
The Company made a profit during the year of £7,902,000 (2023: profit of £8,058,000).
The financial statements were approved and authorised for issue by the Board of Directors and were
signed on its behalf by:
Charles Smith
Chairman
Date: 20 January 2025
Financials
95
Financials
95
COMPANY STATEMENT OF CHANGES IN EQUITY FOR
THE 52 WEEKS ENDED 28 SEPTEMBER 2024
Share
capital
£’000
Capital
Redemption
Reserve
£’000
Merger
reserve
£’000
Retained
earnings
£’000
Restated
Total
£’000
At 1 October 2022
495
5
586
64,620
65,706
Profit for the year
-
-
-
8,058
8,058
Capital Redemption Reserve
(32)
32
-
-
-
Total comprehensive income for the year
(32)
32
-
8,058
8,058
Dividends paid during the year
-
-
-
(8,204)
(8,204)
Share buy back
-
-
-
(7,087)
(7,087)
Total contributions by and distributions to
owners
-
-
-
(15,291)
(15,291)
At 30 September 2023
463
37
586
57,387
58,473
Profit for the year
-
-
-
7,902
7,902
Total comprehensive income for the year
-
-
-
7,902
7,902
Dividends paid during the year
-
-
-
(8,042)
(8,042)
Total contributions by and distributions to
owners
-
-
-
-
-
At 28 September 2024
463
37
586
57,247
58,333
Share capital comprises nominal value of shares subscribed for. The capital redemption reserve
represents share purchased by the company back from shareholders.
The merger reserve has arisen as a result of the application of merger accounting to the group
reorganisation of 26 March 2014.
Retained earnings are all other net gains and losses and transactions with owners (e.g. dividends) not
recognised elsewhere.
The above statement is restated to reflect the movement of the share buy back from other comprehensive
income.
Financials
96
Financials
96
NOTES TO THE COMPANY FINANCIAL STATEMENTS FOR
THE 52 WEEKS ENDED 28 SEPTEMBER 2024
1. ACCOUNTING POLICIES
Basis of preparation
The Company’s financial year is 52 weeks ended 28 September 2024. The financial statements
are prepared on the going concern basis, under the historical cost convention and in accordance
with the Companies Act 2006 and applicable accounting standards in the United Kingdom.
The Company has taken advantage of the exemption contained in Section 408(4) of the
Companies Act 2006 from presenting its own profit and loss accounts. The profit dealt with in
the accounts of the Company was £7,902,000 (30 September 2023: profit of £8,058,000).
The financial statements have been prepared in accordance with Financial Reporting Standard
100 ‘Application of Financial Reporting Requirements’ and Financial Reporting Standard 101
“Reduced Disclosure Framework”. The principal accounting policies adopted in the preparation
of the financial statements are set out below. The policies have been consistently applied to all
the years presented, unless otherwise stated.
The Company has taken advantage of all the disclosure exemptions available under FRS 101.
Accounting policies have been applied consistently throughout the year.
Investments
Investments held as fixed assets are stated at cost, less any provision for impairment.
The Directors review the forecast and budgets of the subsidiaries held and review any necessary
impairments.
Financials
97
Financials
97
NOTES TO THE COMPANY FINANCIAL STATEMENTS FOR
THE 52 WEEKS ENDED 28 SEPTEMBER 2024
2. FIXED ASSET INVESTMENTS
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Cost
70,586
70,586
Impairment of investment in Castle Acres Development Limited
(1,942)
(1,942)
Total
68,644
68,644
Name of investment
Place of
incorporation
Principal activity
Ownership
Castle Acres Development Limited
England & Wales
Non-trading company
100% owned by company
Shoe Zone Retail Limited
England & Wales
Trading company
100% owned by company
Zone Property Limited*
England & Wales
Non-trading company
100% owned by company
Zone Group Limited*
England & Wales
Non-trading company
100% owned by company
Shoe Zone (Ireland) Limited*
England & Wales
Non-trading company
100% owned by Shoe
Zone Retail Limited
Shoe Zone Pension Trustees Limited
England & Wales
Non-trading company
100% owned by Zone
Group Limited
Shoe Fayre Pension Trustees Limited
England & Wales
Non-trading company
100% owned by Zone
Group Limited
Stead & Simpson Limited*
England & Wales
Non-trading company
100% owned by Zone
Group Limited
Zone Footwear Limited*
England & Wales
Non-trading company
100% owned by Zone
Group Limited
Zone Retail*
England & Wales
Non-trading company
100% owned by Zone
Group Limited
Walkright Limited*
England & Wales
Non-trading company
100% owned by Zone
Group Limited
*Liquidated
The registered address of all of the above subsidiaries is Haramead Business Centre, Humberstone
Road, Leicester, LE1 2LH.
The subsidiaries of the Company, all of which have been included in the consolidated financial
statements, are as follows:
CONTINUED
Financials
98
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Allotted, called up and fully paid:
46,250,000 (2023:46,250,000) ordinary shares of 1p each
463
463
463
463
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Prepayments
25
-
Other debtors
8
8
33
8
3. DEBTORS
4. CREDITORS: AMOUNTS FALLING
DUE WITHIN ONE YEAR
52 weeks ended
28 September 2024
£’000
52 weeks ended
30 September 2023
£’000
Amounts owing to group undertakings
10,330
10,175
Accruals
14
4
10,344
10,179
5. SHARE CAPITAL
NOTES TO THE COMPANY FINANCIAL STATEMENTS FOR
THE 52 WEEKS ENDED 28 SEPTEMBER 2024
Financials
98
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.
6. RELATED PARTY TRANSACTIONS
Transactions between the Company and its 100% owned subsidiaries, which are related parties of the
Company, are not disclosed in this note due to the advantage being taken of the exemption provided
by FRS 101 ‘Reduced Disclosure Framework’. There have been no other related party transactions
during the year.
CONTINUED
Financials
99
NOTICE OF ANNUAL GENERAL MEETING
1.
To receive and adopt the Company’s annual accounts for the financial year ended 28
September 2024 and the associated reports of the Directors of the Company and the
auditors of the Company.
2.
To re-elect Charles Smith as a Director.
3.
To re-elect Terry Boot as a Director.
4.
To re-elect Malcolm Collins as a Director.
5.
To re-elect Victoria Norrish as a Director.
6.
To re-appoint Cooper Parry Group Limited as auditors of the Company to hold office
from the conclusion of the annual general meeting until the conclusion of the annual
general meeting of the Company to be held in 2026.
7.
To authorise the Directors of the Company to determine the remuneration of Cooper
Parry Group Limited as auditors of the Company.
8.
That, in accordance with section 366 of the Companies Act 2006 (the ‘Act’), the
Company and its subsidiaries be and are hereby authorised, in aggregate, to:
(a) make political donations to political parties and/or independent election candidates,
not exceeding £50,000 in total;
(b) make political donations to political organisations other than political parties, not
exceeding £50,000 in total; and
(c) incur political expenditure, not exceeding £50,000 in total,
such authority to expire on the earlier of 10 March 2026 and the conclusion of the
annual general meeting of the Company to be held in 2026. For the purposes of
this resolution the terms ‘political donation’, ‘political parties’, ‘independent election
candidates’, ‘political organisation’ and ‘political expenditure’ have the meanings given
by sections 363 to 365 of the Act.
Notice is hereby given that the Annual General Meeting of Shoe Zone
plc (the ‘Company’) will be held at its registered office at Haramead
Business Centre, Humberstone Road, Leicester, Leicestershire LE1
2LH on Tuesday, 11 March 2025 at 10.00 a.m. to consider and, if
thought fit, pass the resolutions set out below. Resolutions 1 to 9
will be proposed as ordinary resolutions and Resolutions 10 to 12
will be proposed as special resolutions.
Financials
100
9.
That, in substitution for any existing authority but without prejudice to the exercise of
any such authority prior to the date of the passing of this resolution, the Directors of
the Company be and are hereby generally and unconditionally authorised pursuant
to and in accordance with section 551 of the Companies Act 2006 (the ‘Act’) to
exercise all the powers of the Company to allot shares in the Company and to grant
rights to subscribe for, or to convert any security into, shares in the Company:
(a) up to an aggregate nominal amount of £154,089.43; and
(b) up to an aggregate nominal amount of £308,178.86 (such amount to be reduced by
any shares allotted, or rights to subscribe for or to convert any security into shares
granted, under paragraph (a) of this resolution) in connection with an offer by way of
a rights issue:
(i)
to holders of ordinary shares of £0.01 each in the capital of the Company in
proportion (as nearly as may be practicable) to their existing holdings; and
(ii) to holders of other equity securities as required by the rights of those securities
or as the Directors otherwise consider necessary or permitted by the rights of
those securities,
and so that the Directors may impose any limits or restrictions and make any arrangements
which they consider necessary or appropriate to deal with treasury shares, fractional
entitlements or securities represented by depositary receipts, record dates, legal,
regulatory or practical problems in, or under the laws of, any territory or the requirements
of any regulatory body or stock exchange or any other matter, provided that this authority
shall expire on the earlier of 10 March 2026 and the conclusion of the annual general
meeting of the Company to be held in 2026, save that the Company may before such
expiry make an offer or enter into an agreement which would or might require shares to
be allotted, or rights to subscribe for or to convert securities into shares to be granted,
after such expiry and the Directors may allot shares or grant such rights in pursuance
of such an offer or agreement as if the authority conferred hereby had not expired.
10. That, subject to the passing of resolution 9 proposed at the annual general meeting of the
Company convened for 11 March 2025 (‘Resolution 9’) and in substitution for any existing
authority but without prejudice to the exercise of any such authority prior to the date of
the passing of this resolution, the Directors of the Company be and are hereby generally
empowered pursuant to sections 570 and 573 of the Companies Act 2006 (the ‘Act’) to
allot equity securities (within the meaning of section 560(1) of the Act) (including the grant
of rights to subscribe for, or to convert any securities into, ordinary shares of £0.01 each
in the capital of the Company (‘Ordinary Shares’)) for cash pursuant to the authorities
conferred by Resolution 9 and/or by way of a sale of treasury shares (within the meaning of
section 560(3) of the Act), as if section 561(1) of the Act did not apply to any such allotment
or sale, provided that this power shall be limited to:
(a) the allotment of equity securities and the sale of treasury shares for cash in
connection with an offer of, or invitation to apply for, equity securities (but in the
case of the authority granted under paragraph (b) of Resolution 9, by way of a rights
issue only):
NOTICE OF ANNUAL GENERAL MEETING
CONTINUED
Financials
101
(i)
to holders of Ordinary Shares in proportion (as nearly as may be practicable) to
their existing holdings; and
(ii) to holders of other equity securities as required by the rights of those securities
or as the Directors otherwise consider necessary or permitted by the rights of
those securities,
and so that the Directors may impose any limits or restrictions and make any
arrangements which they consider necessary or appropriate to deal with any treasury
shares, fractional entitlements, record dates, legal, regulatory or practical problems in,
or under the laws of, any territory or the requirements of any regulatory body or stock
exchange or any other matters (including such problems arising by virtue of equity
securities being represented by depositary receipts); and
(b) the allotment of equity securities and the sale of treasury shares (other than under
paragraph (a) of this resolution) up to an aggregate nominal amount of £23,113.41,
and shall expire on the earlier of 10 March 2026 and the conclusion of the annual general
meeting of the Company to be held in 2026, save that the Company may before such
expiry make an offer or enter into an agreement which would or might require equity
securities to be allotted after such expiry and the Directors may allot equity securities in
pursuance of such an offer or agreement as if the power conferred hereby had not expired.
11. That, subject to the passing of Resolution 9, proposed at the annual general meeting
of the Company convened for 11 March 2025 (‘Resolution 9’) and in addition to any
authority granted pursuant to Resolution 10 proposed at the annual general meeting
of the Company convened for 11 March 2025, the Directors of the Company be and
are hereby generally empowered pursuant to sections 570 and 573 of the Companies
Act 2006 (the ‘Act’) to allot equity securities (within the meaning of section 560(1)
of the Act) (including the grant of rights to subscribe for, or to convert any securities
into, ordinary shares of £0.01 each in the capital of the Company (‘Ordinary Shares’)) for
cash pursuant to the authorities conferred by Resolution 9 and/or by way of a sale of
treasury shares (within the meaning of section 560(3) of the Act), as if section 561(1) of
the Act did not apply to any such allotment or sale, provided that this power shall be:
(a) limited to the allotment of equity securities and the sale of treasury shares for cash
up to an aggregate nominal amount of £23,113.41; and
(b) used only for the purposes of financing (or refinancing, if the authority is to be used
within 12 months after the original transaction) a transaction which the Directors of
the Company determine to be an acquisition or other capital investment of a kind
contemplated by the Statement of Principles on Disapplying Pre-Emption Rights
most recently published by the Pre-Emption Group prior to the passing of this
resolution,
and shall expire on the earlier of 10 March 2026 and the conclusion of the annual general
meeting of the Company to be held in 2026, save that the Company may before such
expiry make an offer or enter into an agreement which would or might require equity
securities to be allotted after such expiry and the Directors may allot equity securities in
pursuance of such an offer or agreement as if the power conferred hereby had not expired.
NOTICE OF ANNUAL GENERAL MEETING
CONTINUED
Financials
102
12. That, the Company be and is hereby generally authorised pursuant to section
701 of the Companies Act 2006 (the ‘Act’) to make market purchases (within
the meaning of section 693(4) of the Act) of ordinary shares of £0.01 each in the
capital of the Company (‘Ordinary Shares’) on such terms and in such manner as
the Directors of the Company may from time to time determine, provided that:
(a) the aggregate number of such Ordinary Shares hereby authorised to be acquired by
the Company shall not exceed 4,622,683;
(b) the price that may be paid by the Company for any of its Ordinary Shares shall not
be less than £0.01, being the nominal value of each Ordinary Share, and shall not be
greater than the higher of, exclusive of expenses:
(i)
an amount equal to 105% of the average trading price of the Ordinary Shares
as derived from the middle market quotations for an Ordinary Share on the
London Stock Exchange Daily Official List for the five trading days immediately
preceding the date on which a share is contracted to be purchased; and
(ii) the higher of the price of the last independent trade and the highest current
independent bid on the trading venue where the purchase is carried out, and
unless previously revoked, renewed, extended or varied, the authority hereby conferred shall
expire on the earlier of 10 March 2026 and the conclusion of the annual general meeting of
the Company to be held in 2026, save that the Company may before such expiry make an
offer or enter into an agreement which would or might require such purchases of Ordinary
Shares to be carried out after such expiry and the Directors may carry out such purchases in
pursuance of such an offer or agreement as if the power conferred hereby had not expired.
By order of the Board
Catherine Bowen
Company Secretary
Date: 7 February 2025
Registered Office: Haramead Business Centre, Humberstone Road, Leicester, Leicestershire,
LE1 2LH
NOTICE OF ANNUAL GENERAL MEETING
CONTINUED
Financials
103
NOTES
1. ATTENDANCE AT THE MEETING
If you wish to attend the Annual General Meeting in person, you should arrive at the venue
for the Annual General Meeting in good time to allow your attendance to be registered. It is
advisable to have some form of identification with you as you may be asked to provide evidence
of your identity to the Company’s registrar, MUFG Corporate Markets (the ‘Registrar’), prior to
being admitted to the Annual General Meeting.
2. ONLINE VOTING
Members may vote online at www.signalshares.com. To register for this service, members will
need their Investor Code, which can be found on their share certificate. To be valid, an online
vote must be submitted no later than 48 hours (excluding non-working days) before the time of
the Annual General Meeting or any adjournment of that meeting.
The submission of an online vote will not prevent a member from attending the Annual General
Meeting and voting in person.
3. APPOINTMENT OF PROXIES
Members are entitled to appoint one or more proxies to exercise all or any of their rights to
attend, speak and vote at the Annual General Meeting. A proxy need not be a member of the
Company but must attend the Annual General Meeting to represent a member. To be validly
appointed, a proxy must be appointed using the procedures set out in these notes. If members
wish their proxy to speak on their behalf at the meeting, members will need to appoint their own
choice of proxy (not the Chairman of the Annual General Meeting) and give their instructions
directly to them.
Members can only appoint more than one proxy where each proxy is appointed to exercise
rights attached to different shares. Members cannot appoint more than one proxy to exercise
the rights attached to the same share(s). If a member wishes to appoint more than one proxy,
they should contact the Registrar at Group MUFG Corporate Markets, PXS 1, Central Square,
29 Wellington Street, Leeds LS1 4DL, via email at shareholderenquiries@cm.mpms.mufg.com
or by telephone on 0371 664 0391 if calling from the United Kingdom, or +44(0)371 664 0391
if calling from outside the United Kingdom. Calls are charged at the standard geographical rate
and will vary by provider. Calls outside the United Kingdom will be charged at the applicable
international rate. Lines are open between 9.00 a.m. – 5.30 p.m. (London time) Monday to Friday
excluding public holidays in England and Wales.
A member may instruct their proxy to abstain from voting on any resolution to be considered
at the Annual General Meeting by marking the ‘Vote Withheld’ option when appointing their
proxy. It should be noted that a vote withheld is not a vote in law and will not be counted in the
calculation of the proportion of votes ‘For’ or ‘Against’ the resolution. Unless otherwise indicated
on the proxy form, CREST voting or any other electronic voting channel, the proxy will vote as
they think fit, or at their discretion, or withhold from voting.
The appointment of a proxy will not prevent a member from attending the Annual General
Meeting and voting in person if he or she wishes.
Financials
104
NOTES
4. APPOINTMENT OF A PROXY USING A FORM OF PROXY
Members may request a hard copy proxy form directly from the Registrar via email at
shareholderenquiries@cm.mpms.mufg.com or on 0371 664 0391. (Calls are charged at the
standard geographic rate and will vary by provider. Calls outside the United Kingdom will be
charged at the applicable international rate. Lines open between 9.00 a.m. – 5.30 p.m. (London
Time), Monday to Friday excluding public holidays in England and Wales).
To be valid, a Form of Proxy or other instrument appointing a proxy, together with any power of
attorney or other authority under which it is signed or a certified copy thereof, must be received
by post or (during normal business hours only) by hand by the Registrar at MUFG Corporate
Markets, PXS 1, Central Square, 29 Wellington Street, Leeds LS1 4DL no later than 48 hours
(excluding non-working days) before the time of the Annual General Meeting or any adjournment
of that meeting. If these arrangements change, members will be notified by the Company via
Regulatory Information Service.
5. APPOINTMENT OF A PROXY THROUGH CREST
CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy
appointment service may do so by using the procedures described in the CREST Manual and
by logging on to the following website: www.euroclear.com. CREST personal members or other
CREST sponsored members, and those CREST members who have appointed (a) voting service
provider(s), should refer to their CREST sponsor or voting service provider(s) who will be able to
take the appropriate action on their behalf.
In order for a proxy appointment or instruction made using the CREST service to be valid, the
appropriate CREST message (a ‘CREST Proxy Instruction’) must be properly authenticated in
accordance with Euroclear UK & International Limited’s specifications and must contain the
information required for such instruction, as described in the CREST Manual. The message,
regardless of whether it constitutes the appointment of a proxy, or is an amendment to the
instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as
to be received by the Registrar (ID RA10) no later than 48 hours before the time of the Annual
General Meeting or any adjournment of that meeting. For this purpose, the time of receipt will
be taken to be the time (as determined by the timestamp applied to the message by the CREST
Application Host) from which the Registrar is able to retrieve the message by enquiry to CREST in
the manner prescribed by CREST. After this time any change of instructions to proxies appointed
through CREST should be communicated to the appointee through other means.
CREST members and, where applicable, their CREST sponsors or voting service provider(s) should
note that Euroclear UK & International Limited does not make available special procedures in
CREST for any particular message. Normal system timings and limitations will, therefore, apply in
relation to the input of CREST Proxy Instructions.
It is the responsibility of the CREST member concerned to take (or, if the CREST member is a
CREST personal member, or sponsored member, or has appointed (a) voting service provider(s),
to procure that their CREST sponsor or voting service provider(s) take(s)) such action as shall
be necessary to ensure that a message is transmitted by means of the CREST system by any
particular time. In this connection, CREST members and, where applicable, their CREST sponsors
or voting system providers are referred, in particular, to those sections of the CREST Manual
concerning practical limitations of the CREST system and timings.
The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in
Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001 (as amended).
CONTINUED
Financials
105
6. APPOINTMENT OF A PROXY BY JOINT HOLDERS
In the case of joint holders, where more than one of the joint holders purports to appoint one
or more proxies, only the purported appointment submitted by the most senior holder will be
accepted. Seniority shall be determined by the order in which the names of the joint holders
stand in the Company’s register of members in respect of the joint holding.
7. CORPORATE REPRESENTATIVES
Any corporation which is a member can appoint one or more corporate representatives. Members
can only appoint more than one corporate representative where each corporate representative
is appointed to exercise rights attached to different shares. Members cannot appoint more than
one corporate representative to exercise the rights attached to the same share(s).
8. ENTITLEMENT TO ATTEND AND VOTE
To be entitled to attend and vote at the Annual General Meeting (and for the purpose of
determining the votes they may cast), members must be registered in the Company’s register of
members at 6.00 p.m. on 7 March 2025 (or, if the Annual General Meeting is adjourned, at 6.00
p.m. on the day two days (excluding non-working days) prior to the adjourned meeting). Changes
to the register of members after the relevant deadline will be disregarded in determining the
rights of any person to attend and vote at the Annual General Meeting.
9. VOTING RIGHTS
As at 27 January 2025 (being the latest practicable date prior to circulation of this Notice) the
Company’s issued share capital consisted of 46,250,000 ordinary shares of £0.01 each carrying one
vote each and the Company held 23,170 ordinary shares of £0.01 each in treasury. Accordingly,
the total voting rights were 46,226,830.
NOTES
CONTINUED
shoezone.com
email: investorrelations@shoezone.com
Shoe Zone plc
Annual Report & Accounts 2024