REGISTERED NUMBER: 13882532 (England and Wales) |
Group Strategic Report, Report of the Director and |
Consolidated Financial Statements |
for the Period 31 January 2022 to 31 December 2022 |
for |
Seb World Limited |
REGISTERED NUMBER: 13882532 (England and Wales) |
Group Strategic Report, Report of the Director and |
Consolidated Financial Statements |
for the Period 31 January 2022 to 31 December 2022 |
for |
Seb World Limited |
Seb World Limited (Registered number: 13882532) |
Contents of the Consolidated Financial Statements |
for the Period 31 January 2022 to 31 December 2022 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Director | 4 |
Report of the Independent Auditors | 6 |
Consolidated Profit and Loss Account | 10 |
Consolidated Other Comprehensive Income | 11 |
Consolidated Balance Sheet | 12 |
Company Balance Sheet | 13 |
Consolidated Statement of Changes in Equity | 14 |
Company Statement of Changes in Equity | 15 |
Consolidated Cash Flow Statement | 16 |
Notes to the Consolidated Cash Flow Statement | 17 |
Notes to the Consolidated Financial Statements | 18 |
Seb World Limited |
Company Information |
for the Period 31 January 2022 to 31 December 2022 |
DIRECTOR: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
and Statutory Auditors |
Ebenezer House |
Ryecroft |
Newcastle under Lyme |
Staffordshire |
ST5 2BE |
Seb World Limited (Registered number: 13882532) |
Group Strategic Report |
for the Period 31 January 2022 to 31 December 2022 |
The director presents his strategic report of the company and the group for the period 31 January 2022 to 31 December 2022. |
REVIEW OF BUSINESS |
Group turnover and margin has increased in the year, the latter from 24% to 27%. This in turn has seen an increase in operating profit from 2021. |
The group has continued to pursue its legal claim over the purchase of faulty medical grade PPE from an overseas supplier. Whilst the claim is still ongoing the outcome is still uncertain and therefore these costs have been expensed as detailed in note 6. |
The group has continued to invest in capital projects to improve office space in the UK and has restructured its US operations to improve efficiency. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The directors consider the key risks faced by the group to be market risk, financial and interest rate risk, exchange rate risk, and credit risk. |
As with the rest of the world, the United Kingdom is currently facing rising prices due to the lasting impact of Covid-19, Brexit and rising inflation, partly caused by the war in Ukraine. The directors are looking at ways to minimise the impact of rising prices by reviewing how and where products are sourced. |
The directors are also constantly monitoring competitors to help to minimise market risk. |
The board are updated by the operations team about trading activities and are constantly reviewing product demand, staffing levels and stock levels/ordering to continue to steer the business. |
The group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. |
The group's policy throughout the year has been to maintain liquid funds at the bank and avoid incurring overdraft interest whilst also funding the repayment of loan obligations. |
Where the group has had to undertake short and longer term borrowings, the group's exposure to interest rate fluctuations on its borrowings are managed by the use of fixed and floating facilities. It is the group's policy to minimise the amount of borrowings at floating rates of interest. |
The maturity of borrowings is set out in note 21 to the financial statements. |
The group operates across several national jurisdictions which exposes the group to foreign currency risks. |
The group did not enter into any foreign currency forward contracts this year. The group raises invoices in the customer's functional currency to offset some of this risk and holds foreign currency reserves to minimise this risk. |
The principal credit risk arises from the trade debtors. In order to manage credit risk, the directors set limits for its customers based on a combination of payment history and credit references. Credit limits are reviewed by the credit controller on a regular basis in conjunction with debt ageing and collection history. |
During 2022 credit risk exposure was spread over a large number of customers. |
Seb World Limited (Registered number: 13882532) |
Group Strategic Report |
for the Period 31 January 2022 to 31 December 2022 |
KEY PERFORMANCE INDICATORS |
The director assesses the financial performance of the group by reviewing key financial benchmarks, namely, gross profit percentage, debtor days, creditor days and stock turnover days. |
These are calculated as |
2022 |
Gross profit percentage | 27.3% |
Debtor days | 29.1 |
Creditor days | 22.25 |
Stock turnover days | 233 |
FUTURE DEVELOPMENTS |
The trading outlook for 2023 is healthy with trading levels and operating margins being maintained. The group is to centralise all accounting functions and systems to allow greater interaction and transparency |
GROUP RESTRUCTURE |
On 30th September 2022 Mr N Skinner carried out a share for share exchange for his shareholding in Ghekko Holdings Limited to Seb World Limited. Following the exchange Seb World Limited became the ultimate parent company of the group. Mr N Skinner has remained as 100% shareholder of the group. |
On 1st October 2022, the shares held by Ghekko Holdings Limited in Seb Assets Limited were transferred to Seb World Limited via a dividend in specie. |
ON BEHALF OF THE BOARD: |
Seb World Limited (Registered number: 13882532) |
Report of the Director |
for the Period 31 January 2022 to 31 December 2022 |
The director presents his report with the financial statements of the company and the group for the period 31 January 2022 to 31 December 2022. |
COMMENCEMENT OF TRADING |
The group was incorporated on 31January 2022 and commenced trading from the date that the subsidiary undertakings were acquired on 30 September 2022. |
PRINCIPAL ACTIVITY |
The principal activity of the group in the period under review was that of the wholesale distribution of telecommunications equipment. |
DIVIDENDS |
The total distribution of dividends for the period ended 31 December 2022 will be £ 80,000 . |
DIRECTOR |
The director, being eligible, offers himself for election at the forthcoming first Annual General Meeting. |
STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations. |
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and he has taken all the 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 group's auditors are aware of that information. |
Seb World Limited (Registered number: 13882532) |
Report of the Director |
for the Period 31 January 2022 to 31 December 2022 |
AUDITORS |
The auditors, Thompson Wright Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Seb World Limited |
Opinion |
We have audited the financial statements of Seb World Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 December 2022 which comprise the Consolidated Profit and Loss Account, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2022 and of the group's profit for the period then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report. |
Other information |
The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Group Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Seb World Limited |
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 Group Strategic Report or the Report of the Director. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of director's remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of director |
As explained more fully in the Statement of Director's Responsibilities set out on page four, the director is 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 director determines 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 director is 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 director either intends to liquidate the group or the parent company or to cease operations, or has no realistic alternative but to do so. |
Report of the Independent Auditors to the Members of |
Seb World Limited |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
- we identified the laws and regulations applicable to the group through discussions with directors and other management, and from our commercial knowledge and experience; |
- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the group, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation; |
- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and |
- identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. |
We assessed the susceptibility of the group's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: |
- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and |
-considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
To address the risk of fraud through management bias and override of controls, we: |
- performed analytical procedures to identify any unusual or unexpected relationships; |
- tested journal entries to identify unusual transactions; |
-assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and |
-investigated the rationale behind significant or unusual transactions. |
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
-agreeing financial statement disclosures to underlying supporting documentation; |
-reading the minutes of meetings of those charged with governance; |
-enquiring of management as to actual and potential litigation and claims; and |
- reviewing correspondence with HMRC, relevant regulators and the company's legal advisors. |
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
Report of the Independent Auditors to the Members of |
Seb World Limited |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Chartered Accountants |
and Statutory Auditors |
Ebenezer House |
Ryecroft |
Newcastle under Lyme |
Staffordshire |
ST5 2BE |
Seb World Limited (Registered number: 13882532) |
Consolidated Profit and Loss Account |
for the Period 31 January 2022 to 31 December 2022 |
Notes | £ |
TURNOVER | 3 | 20,161,380 |
Cost of sales | 14,648,435 |
GROSS PROFIT | 5,512,945 |
Administrative expenses | 4,231,668 |
1,281,277 |
Other operating income | 4 | 118,713 |
OPERATING PROFIT | 6 | 1,399,990 |
Interest receivable and similar income | 139 |
1,400,129 |
Interest payable and similar expenses | 8 | 78,404 |
PROFIT BEFORE TAXATION | 1,321,725 |
Tax on profit | 9 | 320,978 |
PROFIT FOR THE FINANCIAL PERIOD |
Profit attributable to: |
Owners of the parent | 1,000,747 |
Seb World Limited (Registered number: 13882532) |
Consolidated Other Comprehensive Income |
for the Period 31 January 2022 to 31 December 2022 |
Notes | £ |
PROFIT FOR THE PERIOD | 1,000,747 |
OTHER COMPREHENSIVE INCOME |
Foreign exchange adjustment | 281,483 |
Deferred tax movement | 5,841 |
Income tax relating to components of other comprehensive income |
- |
OTHER COMPREHENSIVE INCOME FOR THE PERIOD, NET OF INCOME TAX |
287,324 |
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
1,288,071 |
Total comprehensive income attributable to: |
Owners of the parent | 1,288,071 |
Seb World Limited (Registered number: 13882532) |
Consolidated Balance Sheet |
31 December 2022 |
Notes | £ | £ |
FIXED ASSETS |
Tangible assets | 12 | 1,296,182 |
Investments | 13 | 126,899 |
Investment property | 14 | 1,872,733 |
3,295,814 |
CURRENT ASSETS |
Stocks | 15 | 9,167,320 |
Debtors | 16 | 2,765,219 |
Cash at bank | 768,985 |
12,701,524 |
CREDITORS |
Amounts falling due within one year | 17 | 4,344,962 |
NET CURRENT ASSETS | 8,356,562 |
TOTAL ASSETS LESS CURRENT LIABILITIES | 11,652,376 |
CREDITORS |
Amounts falling due after more than one year |
18 |
(544,947 |
) |
PROVISIONS FOR LIABILITIES | 22 | (28,065 | ) |
NET ASSETS | 11,079,364 |
CAPITAL AND RESERVES |
Called up share capital | 23 | 200 |
Non distributable profit and l | 24 | 184,813 |
Other reserves | 24 | 12 |
Foreign exchange reserve | 24 | 412,836 |
Retained earnings | 24 | 10,481,503 |
SHAREHOLDERS' FUNDS | 11,079,364 |
The financial statements were approved by the director and authorised for issue on 9 October 2023 and were signed by: |
N R Skinner - Director |
Seb World Limited (Registered number: 13882532) |
Company Balance Sheet |
31 December 2022 |
Notes | £ |
FIXED ASSETS |
Tangible assets | 12 |
Investments | 13 |
Investment property | 14 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 23 |
Retained earnings | 24 |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 1 |
The financial statements were approved by the director and authorised for issue on |
Seb World Limited (Registered number: 13882532) |
Consolidated Statement of Changes in Equity |
for the Period 31 January 2022 to 31 December 2022 |
Non |
Called up | distributable |
share | Retained | profit |
capital | earnings | and l |
£ | £ | £ |
Changes in equity |
Issue of share capital | 200 | - | - |
Dividends | - | (80,000 | ) | - |
Total comprehensive income | - | 1,000,747 | 5,841 |
Balance at 31 December 2022 | 200 | 920,747 | 5,841 |
Foreign |
Other | exchange | Total |
reserves | reserve | equity |
£ | £ | £ |
Changes in equity |
Issue of share capital | - | - | 200 |
Dividends | - | - | (80,000 | ) |
Total comprehensive income | - | 281,483 | 1,288,071 |
Balance at 31 December 2022 | - | 281,483 | 1,208,271 |
Seb World Limited (Registered number: 13882532) |
Company Statement of Changes in Equity |
for the Period 31 January 2022 to 31 December 2022 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Changes in equity |
Issue of share capital | - |
Total comprehensive income | - |
Balance at 31 December 2022 |
Seb World Limited (Registered number: 13882532) |
Consolidated Cash Flow Statement |
for the Period 31 January 2022 to 31 December 2022 |
Notes | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | (337,478 | ) |
Interest paid | (77,311 | ) |
Interest element of hire purchase payments paid |
(1,093 |
) |
Cash at bank and in hand at acquisition | (624,834 | ) |
Tax paid | (132,493 | ) |
Tax refunded | 602,210 |
Net cash from operating activities | (570,999 | ) |
Cash flows from investing activities |
Purchase of tangible fixed assets | (19,214 | ) |
Purchase of investment property | (33,922 | ) |
Sale of tangible fixed assets | 430 |
Sale of investment property | 357,500 |
Interest received | 139 |
Net cash from investing activities | 304,933 |
Cash flows from financing activities |
Loan repayments in year | (744,651 | ) |
Capital repayments in year | (31,289 | ) |
Amount introduced by directors | 255,972 |
Amount withdrawn by directors | (537,653 | ) |
Equity dividends paid | (80,000 | ) |
Net cash from financing activities | (1,137,621 | ) |
Decrease in cash and cash equivalents | (1,403,687 | ) |
Cash and cash equivalents at beginning of period |
2 |
- |
Cash and cash equivalents at end of period | 2 | (1,403,687 | ) |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Cash Flow Statement |
for the Period 31 January 2022 to 31 December 2022 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
£ |
Profit before taxation | 1,321,725 |
Depreciation charges | 82,776 |
Profit on disposal of fixed assets | (37,380 | ) |
Gain on revaluation of fixed assets | (18,901 | ) |
Finance costs | 78,404 |
Finance income | (139 | ) |
1,426,485 |
Increase in stocks | (3,528,291 | ) |
Decrease in trade and other debtors | 1,551,246 |
Increase in trade and other creditors | 213,082 |
Cash generated from operations | (337,478 | ) |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Period ended 31 December 2022 |
31.12.22 | 31.1.22 |
£ | £ |
Cash and cash equivalents | 768,985 | - |
Bank overdrafts | (2,172,672 | ) | - |
(1,403,687 | ) | - |
3. | ANALYSIS OF CHANGES IN NET DEBT |
Other |
non-cash |
At 31.1.22 | Cash flow | changes | At 31.12.22 |
£ | £ | £ | £ |
Net cash |
Cash at bank | - | 768,985 | 768,985 |
Bank overdrafts | - | (2,172,672 | ) | (2,172,672 | ) |
- | (1,403,687 | ) | (1,403,687 | ) |
Debt |
Finance leases | - | 31,289 | (110,780 | ) | (79,491 | ) |
Debts falling due |
within 1 year | - | (375,000 | ) | - | (375,000 | ) |
Debts falling due |
after 1 year | - | (497,217 | ) | - | (497,217 | ) |
- | (840,928 | ) | (110,780 | ) | (951,708 | ) |
Total | - | (2,244,615 | ) | (110,780 | ) | (2,355,395 | ) |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements |
for the Period 31 January 2022 to 31 December 2022 |
1. | STATUTORY INFORMATION |
Seb World Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future, being the 12 month period from the date of these accounts being approved. |
Basis of consolidation |
The group financial statements consolidate the financial statements of the limited company and its subsidiary and its associate undertakings. |
Group reconstructions are included in the consolidated financial statements using the merger basis. |
Related party exemption |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
2. | ACCOUNTING POLICIES - continued |
Critical accounting judgements and key sources of estimation uncertainty |
The preparation of financial statements in conformity with generally accepted principles requires the directors to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Some of these estimates and judgements are inherently uncertain and subject to change. The impact of any change in accounting estimates is reflected in the period in which the estimate is revised, if the revision only affects the period, or in the period of the revision and future periods if the revision affects both current and future periods. In this respect the directors believe that the critical accounting policies where judgements or estimations are necessarily applied are as follows. |
Critical judgements in applying the company's accounting policies |
There were no critical judgements made in applying the company's accounting policies. |
Critical accounting estimates and assumptions |
Useful economic lives of tangible assets |
The annual depreciation charge for tangible assets is sensitive to changes in the estimates of useful economic lives and residual value of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, of economic utilisation of the assets. |
Impairment of debtors |
Management performs ongoing reviews of the recoverability of debtor balances, an allowance for doubtful debts is maintained for potential credit losses based on management's assessment of the expected collectability of amounts receivable. The allowance for bad debts is reviewed periodically to assess its adequacy. |
Provision for obsolete and slow moving stocks |
The company reviews its stocks to assess loss on account of obsolescence on a regular basis. In determining whether provision for obsolescence should be recorded in profit or loss, the company considers whether there are any observable data indicating that there is any future saleability of the product and the estimated net realisable value for such product. Accordingly, provision for impairment is made where the net realisable value is less than the cost based on estimates by the management. The provision for obsolescence of stock is based on the ageing and historical sales pattern. The carrying value of stocks at the year end was £9,167,320. |
Turnover |
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: |
Sale of goods |
Revenue from the sale of goods is recognised when all of the following conditions are satisfied: |
a) the group has transferred the significant risks and rewards of ownership to the buyer; |
b) the group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; |
c) the amount of revenue can be measured reliably; |
d) it is probable that the group will receive the consideration due under the transaction; and |
e) the costs incurred or to be incurred in respect of the transaction can be measured reliably. |
Rental income is recognised in the period it falls due. |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
2. | ACCOUNTING POLICIES - continued |
Tangible fixed assets |
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. |
The group adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the group. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred. |
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. |
Depreciation is provided on the following basis: |
Freehold property | - | 2% |
Long-term leasehold property | - | 20% |
Plant and machinery | - | 20% |
Motor vehicles | - | 25% |
Fixtures and fittings | - | 20% |
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. |
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss. |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost. |
Investment property |
Investment property is carried at fair value determined annually and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in the consolidated statement of comprehensive income. |
Stocks |
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on an average basis. |
At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss. |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
2. | ACCOUNTING POLICIES - continued |
Financial instruments |
The group enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, bank financing facilities and loans from related parties. |
Debt instruments, including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. |
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. |
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows. |
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expires or are settled, or (b) substantially all risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. |
Financial liabilities are derecognised when the liability is extinguished, that is, when the contractual obligation is discharged, cancelled or expires. |
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. |
Derivatives, including forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or income as appropriate. The company does not currently apply hedge accounting for foreign exchange derivatives. |
Taxation |
Taxation for the period comprises current and deferred tax. Tax is recognised in the Consolidated Profit and Loss Account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
2. | ACCOUNTING POLICIES - continued |
Foreign currencies |
The company's functional and presentational currency is GBP. |
Transactions and balances |
Monetary assets and liabilities denominated in foreign currencies are translated into sterling at rates of exchange ruling at the balance sheet date. |
Transactions in foreign currencies are translated into sterling at the rate ruling on the date of the transaction. |
Exchange gains and losses are recognised in the profit and loss account. |
On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
The group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the group pays fixed contributions into a separate entity. Once the contributions have been paid the group has no further payment obligations. |
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the statement of financial position. The assets of the plan are held separately from the group in independently administered funds. |
3. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by geographical market is given below: |
£ |
United Kingdom | 6,479,696 |
Europe | 3,122,959 |
Rest of world | 10,558,725 |
20,161,380 |
4. | OTHER OPERATING INCOME |
£ |
Exchange gains | 118,713 |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
5. | EMPLOYEES AND DIRECTORS |
£ |
Wages and salaries | 2,109,604 |
Social security costs | 163,777 |
Other pension costs | 14,419 |
2,287,800 |
The average number of employees during the period was as follows: |
Sales | 12 |
Administration | 11 |
Warehouse | 19 |
The average number of employees by undertakings that were proportionately consolidated during the period was 42 . |
£ |
Director's remuneration | 68,492 |
6. | OPERATING PROFIT |
The operating profit is stated after charging/(crediting): |
£ |
Other operating leases | 169,199 |
Depreciation - owned assets | 82,775 |
Profit on disposal of fixed assets | (37,380 | ) |
Auditors' remuneration | 17,000 |
Other non- audit services | 8,106 |
Foreign exchange differences | (118,713 | ) |
7. | EXCEPTIONAL ITEMS |
£ |
Exceptional items | (542,212 | ) |
During the year to 2020, the group entered into a contract to purchase medical grade PPE from an overseas supplier for £3,605,974. The contract required the goods to be paid for in advance. The goods supplied were neither the correct grade nor the correct quality and so legal proceedings have been entered into to recover the advance payments made by the group. |
The group has continued its pursuit of the legal claim into 2022 incurring additional costs of £542,212 (2021 £1,038,977). The directors expect the claim to come to fruition during 2023. |
Whilst the group is still seeking to claim damages, to be prudent the directors have decided to expense the costs in the year they were incurred. |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
8. | INTEREST PAYABLE AND SIMILAR EXPENSES |
£ |
Bank interest | 32,639 |
Bank loan interest | 38,829 |
HMRC interest | 851 |
Interest payable | 4,992 |
Hire purchase | 1,093 |
78,404 |
9. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the period was as follows: |
£ |
Current tax: |
UK corporation tax | 138,818 |
Adjustment in respect of previous periods | (13,202 | ) |
Foreign tax on income | 180,995 |
Total current tax | 306,611 |
Deferred tax | 14,367 |
Tax on profit | 320,978 |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the period is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
£ |
Profit before tax | 1,321,725 |
Profit multiplied by the standard rate of corporation tax in the UK of 19 % | 251,128 |
Effects of: |
Expenses not deductible for tax purposes | 2,610 |
Capital allowances in excess of depreciation | (8,842 | ) |
Indexation allowance | (2,280 | ) |
Foreign tax adjustment | 82,786 |
Over provision in previous year | (13,202 | ) |
Tax effect on disposal of revaluation | 8,778 |
Total tax charge | 320,978 |
Tax effects relating to effects of other comprehensive income |
Gross | Tax | Net |
£ | £ | £ |
Foreign exchange adjustment | 281,483 | - | 281,483 |
Deferred tax movement | 5,841 | - | 5,841 |
287,324 | - | 287,324 |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
10. | INDIVIDUAL PROFIT AND LOSS ACCOUNT |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
11. | DIVIDENDS |
£ |
Ordinary shares of .01 each |
Interim | 80,000 |
12. | TANGIBLE FIXED ASSETS |
Group |
Freehold | Long | Plant and |
property | leasehold | machinery |
£ | £ | £ |
COST |
At 31 January 2022 | 1,109,331 | 51,604 | 27,135 |
Additions | - | 3,997 | - |
Disposals | - | - | - |
At 31 December 2022 | 1,109,331 | 55,601 | 27,135 |
DEPRECIATION |
At 31 January 2022 | - | 21,474 | 6,041 |
Charge for period | - | 11,120 | 5,427 |
Eliminated on disposal | - | - | - |
At 31 December 2022 | - | 32,594 | 11,468 |
NET BOOK VALUE |
At 31 December 2022 | 1,109,331 | 23,007 | 15,667 |
At 30 January 2022 | 1,109,331 | 30,130 | 21,094 |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
12. | TANGIBLE FIXED ASSETS - continued |
Group |
Fixtures |
and | Motor |
fittings | vehicles | Totals |
£ | £ | £ |
COST |
At 31 January 2022 | 130,687 | 38,146 | 1,356,903 |
Additions | 15,217 | 110,780 | 129,994 |
Disposals | (916 | ) | - | (916 | ) |
At 31 December 2022 | 144,988 | 148,926 | 1,485,981 |
DEPRECIATION |
At 31 January 2022 | 54,444 | 25,431 | 107,390 |
Charge for period | 28,997 | 37,231 | 82,775 |
Eliminated on disposal | (366 | ) | - | (366 | ) |
At 31 December 2022 | 83,075 | 62,662 | 189,799 |
NET BOOK VALUE |
At 31 December 2022 | 61,913 | 86,264 | 1,296,182 |
At 30 January 2022 | 76,243 | 12,715 | 1,249,513 |
13. | FIXED ASSET INVESTMENTS |
Group |
Shares in |
group | Listed |
undertakings | investments | Totals |
£ | £ | £ |
COST OR VALUATION |
At 31 January 2022 | 1 | 107,997 | 107,998 |
Revaluations | - | 18,901 | 18,901 |
At 31 December 2022 | 1 | 126,898 | 126,899 |
NET BOOK VALUE |
At 31 December 2022 | 1 | 126,898 | 126,899 |
At 30 January 2022 | 1 | 107,997 | 107,998 |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
13. | FIXED ASSET INVESTMENTS - continued |
Group |
Cost or valuation at 31 December 2022 is represented by: |
Shares in |
group | Listed |
undertakings | investments | Totals |
£ | £ | £ |
Valuation in 2022 | - | 18,900 | 18,900 |
Cost | 1 | 107,998 | 107,999 |
1 | 126,898 | 126,899 |
Company |
Shares in |
group | Unlisted |
undertakings | investments | Totals |
£ | £ | £ |
COST |
At 31 January 2022 | 1 |
Additions | 200 |
At 31 December 2022 | 201 |
NET BOOK VALUE |
At 31 December 2022 | 201 |
At 30 January 2022 | 1 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Registered office: Amtri House, Hulley Road, Macclesfield,SK10 2NE, United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 2332, 2550 118th Avenue North, St. Petersburg, Florida 33716, USA |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Amtri House, Hulley Road, Macclesfield, SK10 2NE, United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
13. | FIXED ASSET INVESTMENTS - continued |
Registered office: Amtri House, Hulley Road, Macclesfield, SK10 2NE, United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Amtri House, Hulley Road, Macclesfield, SK10 2NE, United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
14. | INVESTMENT PROPERTY |
Group |
Total |
£ |
FAIR VALUE |
At 31 January 2022 | 2,158,811 |
Additions | 33,922 |
Disposals | (320,000 | ) |
At 31 December 2022 | 1,872,733 |
NET BOOK VALUE |
At 31 December 2022 | 1,872,733 |
At 30 January 2022 | 2,158,811 |
In the financial statements, investment property is recognised at fair value according to the fair value model, which reflects market conditions at the end of the reporting period. |
15. | STOCKS |
Group |
£ |
Stocks | 9,167,320 |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
16. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group |
£ |
Trade debtors | 1,608,536 |
Other debtors | 176,191 |
Directors' current accounts | 921,257 |
Called up share capital not paid | 200 |
Prepayments | 59,035 |
2,765,219 |
17. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group |
£ |
Bank loans and overdrafts (see note 19) | 2,547,672 |
Hire purchase contracts (see note 20) | 31,761 |
Trade creditors | 873,125 |
Tax | 364,397 |
Social security and other taxes | 38,598 |
VAT | 76,179 |
Other creditors | 109,759 |
Accruals and deferred income | 1,500 |
Accrued expenses | 301,971 |
4,344,962 |
18. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group |
£ |
Bank loans (see note 19) | 497,217 |
Hire purchase contracts (see note 20) | 47,730 |
544,947 |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
19. | LOANS |
An analysis of the maturity of loans is given below: |
Group |
£ |
Amounts falling due within one year or on | demand: |
Bank overdrafts | 2,172,672 |
Bank loans | 375,000 |
2,547,672 |
Amounts falling due between one and two | years: |
Bank loans - 1-2 years | 375,000 |
Amounts falling due between two and five | years: |
Bank loans - 2-5 years | 122,217 |
20. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Hire |
purchase |
contracts |
£ |
Net obligations repayable: |
Within one year | 31,761 |
Between one and five years | 47,730 |
79,491 |
Group |
Non- | cancellable | operating leases |
£ |
Within one year | 108,486 |
Between one and five years | 101,847 |
210,333 |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
21. | SECURED DEBTS |
The following secured debts are included within creditors: |
Group |
£ |
Bank overdrafts | 2,172,672 |
Bank loans | 872,217 |
Hire purchase contracts | 79,491 |
3,124,380 |
Bank loans and overdrafts are secured by means of a fixed and floating debenture over all assets of Ghekko Limited. In addition, a limited guarantee of £1,000,000 has been provided by a director. |
Net obligations under finance leases and hire purchase contracts are secured on the assets to which they relate. |
Included in bank loans is Coronavirus Business Interruption Loan borrowings of £872,217 repayable over 30 instalments with an interest margin of 2.7% plus base rate. |
There is a legal charge over the leasehold of land at Sovereign Court, King Edward Street, Macclesfield and the investment property of Sovereign Court granted by Seb Assets Limited. |
22. | PROVISIONS FOR LIABILITIES |
Group |
£ |
Deferred tax |
Accelerated capital allowances | 10,557 |
Other timing differences | 17,508 |
28,065 |
Group |
Deferred |
tax |
£ |
Provided during period | 28,065 |
Balance at 31 December 2022 | 28,065 |
23. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal |
value: | £ |
Ordinary | .01 | 200 |
20,001 Ordinary shares of .01 each were allotted and fully paid for |
Seb World Limited (Registered number: 13882532) |
Notes to the Consolidated Financial Statements - continued |
for the Period 31 January 2022 to 31 December 2022 |
24. | RESERVES |
Group |
Non |
distributable | Foreign |
Retained | profit | Other | exchange |
earnings | and l | reserves | reserve | Totals |
£ | £ | £ | £ | £ |
At 31 January 2022 | 9,560,756 | 178,972 | 12 | 131,353 | 9,871,093 |
Profit for the period | 1,000,747 | 1,000,747 |
Dividends | (80,000 | ) | (80,000 | ) |
Deferred tax movement | - | 5,841 | - | - | 5,841 |
Foreign exchange reserve | - | - | - | 281,483 | 281,483 |
At 31 December 2022 | 10,481,503 | 184,813 | 12 | 412,836 | 11,079,164 |
Company |
Retained |
earnings |
£ |
Profit for the period |
At 31 December 2022 |
25. | DIRECTOR'S ADVANCES, CREDITS AND GUARANTEES |
The following advances and credits to a director subsisted during the period ended 31 December 2022: |
£ |
N R Skinner |
Balance outstanding at start of period | - |
Amounts advanced | 1,257,229 |
Amounts repaid | (335,972 | ) |
Amounts written off | - |
Amounts waived | - |
Balance outstanding at end of period | 921,257 |
The loan was interest free and repayable on demand. |
26. | ULTIMATE CONTROLLING PARTY |
The ultimate controlling party is N R Skinner. |
27. | GROUP RESTRUCTURE |
On 30th September 2022 Mr N Skinner carried out a share for share exchange for his shareholding in Ghekko Holdings Limited to Seb World Limited. Following the exchange Seb World Limited became the ultimate parent company of the group. Mr N Skinner has remained as 100% shareholder of the group. |
On 1st October 2022, the shares held by Ghekko Holdings Limited in Seb Assets Limited were transferred to Seb World Limited via a dividend in specie. |