REGISTERED NUMBER: 06219882 (England and Wales) |
Novum Holdings UK Limited |
Group Strategic Report, |
Report of the Directors and |
Consolidated Financial Statements |
For The Year Ended |
31st December 2022 |
REGISTERED NUMBER: 06219882 (England and Wales) |
Novum Holdings UK Limited |
Group Strategic Report, |
Report of the Directors and |
Consolidated Financial Statements |
For The Year Ended |
31st December 2022 |
Novum Holdings UK Limited (Registered number: 06219882) |
Contents of the Consolidated Financial Statements |
For The Year Ended 31st December 2022 |
Page |
Company Information | 1 |
Group Strategic Report | 2 | to | 4 |
Report of the Directors | 5 |
Report of the Independent Auditors | 6 | to | 7 |
Consolidated Income Statement | 8 |
Consolidated Other Comprehensive Income | 9 |
Consolidated Balance Sheet | 10 |
Company Balance Sheet | 11 |
Consolidated Statement of Changes in Equity | 12 |
Company Statement of Changes in Equity | 13 |
Consolidated Cash Flow Statement | 14 |
Notes to the Consolidated Cash Flow Statement | 15 |
Notes to the Consolidated Financial Statements | 16 | to | 25 |
Novum Holdings UK Limited |
Company Information |
For The Year Ended 31st December 2022 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditor |
8 Hopper Way |
Diss |
Norfolk |
IP22 4GT |
Novum Holdings UK Limited (Registered number: 06219882) |
Group Strategic Report |
For The Year Ended 31st December 2022 |
The directors present their strategic report of the company and the group for the year ended 31st December 2022. |
Novum Group Mission |
To turn architectural dreams into reality through innovative technology, excellent engineering, and high customer satisfaction. |
Our promise is to create spaces that promote innovation, imagination and collaboration. |
In particular, Novum Holdings UK Limited's role is to: |
a. act as a passive intermediary holding company to Novum Structures UK Limited on behalf of Novum Holdings LLP (USA); |
b. act as a mechanism for paying the costs of pan-European management and recharging them to other Novum affiliates. |
REVIEW OF BUSINESS |
During 2022, Novum UK undertook a number of design and build projects as well as maintenance contracts in the UK, Europe and Worldwide. Our philosophy is to 'Think Global - Act Local'. We have a proven history of building highly innovative projects driven by top quality engineering, material and craftsmanship. |
In September 2022, Novum UK obtained ISO 14001 certification. Like most businesses within our industry, we put sustainability and health and safety at the forefront of what we do. |
We have continued to reduce our carbon emissions by swapping diesel and petrol cars to EV and PHEV, ensuring our utilities are provided by 100% renewable energy, swapping to energy efficient lighting and tools, minimising waste on sites and continuing to recycle effectively. In 2023, we aim to reduce our CO2 emissions by 10%.Novum UK continues to adapt and keep up to date with regulatory and legislative changes. |
Health and safety, like sustainability is reviewed at every stage of a project life cycle. With this in mind the Group has set the objective of achieving ISO 45001 (Health and safety management standard) certification by the end of 2024. |
The key performance indicators for Novum UK are revenue and the profit before tax (PBT) earned in the financial year. Nov um UK managed to achieve revenue of £25,011,235 in 2022, which is a 26% increase compared to the previous financial year of £19,779,771. Due to tighter margins across the construction industry, Novum UK has experienced lower margins compared to the previous year, with profit before tax decreasing to £1,000,676 in 2022 compared with £1,127,516 in 2021. |
The Group has managed to mitigate the impact on margins by diversifying the geographical mix of projects whilst continuing to identify low risk markets as well as expanding business opportunities in the UK and Global markets. |
Despite the ongoing market challenges, the Group managed to maintain a healthy liquidity throughout 2022 , with a cash balance at the end of the financial year of £3,484,614 with total current assets equalling £18,501,201. Total current assets in 2021 were £17,764,269. |
The Group continues to have the benefit of financial support from our US parent company. |
The Group consciously invests in its team, systems and products. This includes staff training, health & safety, sustainability, research & development and operational procedures and equipment. |
Novum is growing due to this investment and the philosophy of a collaborative approach to organisational efficiency. |
Research and development remain an integral element to the Novum UK Group. It enables us to push the boundaries within our industry as we continue to devote resources to maximise commercial potential and practicality. |
Novum Holdings UK Limited (Registered number: 06219882) |
Group Strategic Report |
For The Year Ended 31st December 2022 |
PRINCIPAL RISKS AND UNCERTAINTIES |
Novum UK faces similar risks with other businesses of our size: adverse movements in interest and exchange rates, liquidity of major suppliers and customers, and the general economic environment, which are managed and mitigated through processes implemented by the Directors, and by maintaining a diverse customer base. |
Since the UK left the EU, Novum UK remains exposed to the ongoing changes to the trading relationships post-Brexit now that the transitional period has ended such as the impacts on the movement of goods and people from the UK into the Union. The slowdown of commercial investment because of Brexit has,although further improved in 2022, still impacted Novum and we continue to see some uncertainty and hesitancy in the market coupled with rising inflation and geopolitical issues. |
The business has mitigated this risk by having a good mix of project type and size, spread both across the UK and internationally. The management regularly reviews business performance and as part of the 2023 objectives the company has set the following to assess the Group's underlying performance: |
1) Improving the overall execution phase of projects to prevent margin erosion; this is done via a thorough review of the design at the conception stage to optimise both design, procurement and construction costs whilst still delivering quality to our customers. |
2) Build a solid backlog of projects, with a good mix or small, medium and large value in different geographical areas. Projects are reviewed and selected through a careful evaluation process, with a review at every stage from the preconstruction engineering, estimation of construction costs and mitigating against strict contractual conditions. |
It was identified in the previous financial year that material prices would continue to remain volatile and so, as a Group, we work closely with our supply chain to ensure that materials are purchased at the correct price in order to pass these savings onto our clients without eroding the quality of materials sourced. We continue to manage the rising prices of both labour and materials within our contracts by having a number of key suppliers, reviewing key market data both locally within the UK and globally to ensure that we are best placed to remain competitive. |
These are unforeseen conditions that may require changes to our contracts and although our financial results in 2022, like 2021, remain positive, we still must exercise caution. The securing of new projects remain slow across the industry, particularly following the uncertainty around a global recession, high inflation in the UK and also the aftermath of the ongoing ware in Ukraine. |
Whilst the Group faces some uncertainty and are not naive about the negative impact that could occur from the issues highlighted could potentially have on liquidity, earnings and operations. Novum UK is optimistic about 2023 and beyond. |
NOVUM MISSION |
To turn architectural dreams into reality through innovative technology, excellent engineering, and high customer satisfaction. |
Our promise is to create spaces that promote innovation, imagination and collaboration. |
KEY PERFORMANCE INDICATORS (KPIS) |
The business is controlled by regular monitoring of KPIs, all of which indicate a strong balance sheet and financial performance. The main KPIs used by Novum are: |
CONSOLIDATED GROSS PROFIT (GP) |
GP informs the Directors of how efficiently the projects are being run and is monitored closely on a regular basis, at project and group level. |
EARNINGS BEFORE INTEREST & TAX (‘EBIT’) |
EBIT, both value and % of Turnover, ultimately informs the directors and parent company of how well the business has done. The % mark enables comparison with other group companies, amongst which Novum UK group is well performing. |
Novum Holdings UK Limited (Registered number: 06219882) |
Group Strategic Report |
For The Year Ended 31st December 2022 |
CONSOLIDATED CASH |
Liquidity informs the directors of how well the business is managing its cashflow. |
Novum UK faces similar risks with other businesses of our size: adverse movements in interest and exchange rates, liquidity of major suppliers and customers, and the general economic environment, which are managed and mitigated through processes implemented by the directors, and by maintaining a diverse customer base. |
The Group continues to develop and grow its activities in the UK and abroad. Despite the challenging global economic environment, the company's work pipeline is healthy at 31 December 2022 with further promising ventures in progress. |
ON BEHALF OF THE BOARD: |
Novum Holdings UK Limited (Registered number: 06219882) |
Report of the Directors |
For The Year Ended 31st December 2022 |
The directors present their report with the financial statements of the company and the group for the year ended 31st December 2022. |
PRINCIPAL ACTIVITY |
The principal activity of the group in the year under review was that of the engineering, design, manufacture and installation, mainly rope access, of architectural membrane structures, incorporating the material ETFE, and our own structural glass systems for roofs, canopies and facades on wide ranging projects within the UK and overseas. |
DIVIDENDS |
No dividends will be distributed for the year ended 31st December 2022. |
RESEARCH AND DEVELOPMENT |
Research & Development is important to the company and underpins much of what we do. Resources are devoted to this area to maximise commercial potential and practicality. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1st January 2022 to the date of this report. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and 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 directors are 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 each director 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. |
AUDITORS |
The auditors, Haines Watts, 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 |
Novum Holdings UK Limited |
Opinion |
We have audited the financial statements of Novum Holdings UK Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31st December 2022 which comprise the Consolidated Income Statement, 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 31st December 2022 and of the group's profit for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the 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 directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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 directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the 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 Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept 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 directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Report of the Independent Auditors to the Members of |
Novum Holdings UK Limited |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page five, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the 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. |
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: |
- Enquiry of management, those charged with governance and the group's solicitors around actual and potential litigation and claims; |
- Enquiry of group staff in tax and compliance functions to identify any instances of non-compliance with laws and regulations;. |
- Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business. |
However, because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. |
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 |
Statutory Auditor |
8 Hopper Way |
Diss |
Norfolk |
IP22 4GT |
Novum Holdings UK Limited (Registered number: 06219882) |
Consolidated Income Statement |
For The Year Ended 31st December 2022 |
2022 | 2021 |
Notes | £ | £ |
TURNOVER | 3 | 25,011,235 | 19,779,771 |
Cost of sales | 19,934,355 | 14,957,423 |
GROSS PROFIT | 5,076,880 | 4,822,348 |
Administrative expenses | 4,110,079 | 3,785,886 |
966,801 | 1,036,462 |
Other operating income | 2,044 | 72,623 |
OPERATING PROFIT | 5 | 968,845 | 1,109,085 |
Government grants | 6 | - | 20,519 |
968,845 | 1,129,604 |
Interest receivable and similar income | 32,500 | 357 |
1,001,345 | 1,129,961 |
Interest payable and similar expenses | 7 | 669 | 2,445 |
PROFIT BEFORE TAXATION | 1,000,676 | 1,127,516 |
Tax on profit | 8 | (609,859 | ) | (546,160 | ) |
PROFIT FOR THE FINANCIAL YEAR |
Profit attributable to: |
Owners of the parent | 1,610,535 | 1,673,676 |
Novum Holdings UK Limited (Registered number: 06219882) |
Consolidated Other Comprehensive Income |
For The Year Ended 31st December 2022 |
2022 | 2021 |
Notes | £ | £ |
PROFIT FOR THE YEAR | 1,610,535 | 1,673,676 |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR | 1,610,535 | 1,673,676 |
Total comprehensive income attributable to: |
Owners of the parent | 1,610,535 | 1,673,676 |
Novum Holdings UK Limited (Registered number: 06219882) |
Consolidated Balance Sheet |
31st December 2022 |
2022 | 2021 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 10 | - | - |
Tangible assets | 11 | 585,145 | 597,128 |
Investments | 12 | - | - |
585,145 | 597,128 |
CURRENT ASSETS |
Stocks | 13 | 370,638 | 308,863 |
Debtors | 14 | 14,645,949 | 10,267,648 |
Cash at bank and in hand | 3,484,614 | 7,187,758 |
18,501,201 | 17,764,269 |
CREDITORS |
Amounts falling due within one year | 15 | 8,377,965 | 9,470,233 |
NET CURRENT ASSETS | 10,123,236 | 8,294,036 |
TOTAL ASSETS LESS CURRENT LIABILITIES | 10,708,381 | 8,891,164 |
PROVISIONS FOR LIABILITIES | 18 | 506,892 | 300,210 |
NET ASSETS | 10,201,489 | 8,590,954 |
CAPITAL AND RESERVES |
Called up share capital | 19 | 1 | 1 |
Retained earnings | 20 | 10,201,488 | 8,590,953 |
SHAREHOLDERS' FUNDS | 10,201,489 | 8,590,954 |
The financial statements were approved by the Board of Directors and authorised for issue on 28th June 2023 and were signed on its behalf by: |
R C Brock - Director |
Novum Holdings UK Limited (Registered number: 06219882) |
Company Balance Sheet |
31st December 2022 |
2022 | 2021 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 10 |
Tangible assets | 11 |
Investments | 12 |
CURRENT ASSETS |
Debtors | 14 |
Cash at bank and in hand |
CREDITORS |
Amounts falling due within one year | 15 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 19 |
Retained earnings | 20 |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 493 | 21,908 |
The financial statements were approved by the Board of Directors and authorised for issue on |
Novum Holdings UK Limited (Registered number: 06219882) |
Consolidated Statement of Changes in Equity |
For The Year Ended 31st December 2022 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1st January 2021 | 1 | 6,917,277 | 6,917,278 |
Changes in equity |
Total comprehensive income | - | 1,673,676 | 1,673,676 |
Balance at 31st December 2021 | 1 | 8,590,953 | 8,590,954 |
Changes in equity |
Total comprehensive income | - | 1,610,535 | 1,610,535 |
Balance at 31st December 2022 | 1 | 10,201,488 | 10,201,489 |
Novum Holdings UK Limited (Registered number: 06219882) |
Company Statement of Changes in Equity |
For The Year Ended 31st December 2022 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1st January 2021 |
Changes in equity |
Total comprehensive income | - |
Balance at 31st December 2021 |
Changes in equity |
Total comprehensive income | - |
Balance at 31st December 2022 |
Novum Holdings UK Limited (Registered number: 06219882) |
Consolidated Cash Flow Statement |
For The Year Ended 31st December 2022 |
2022 | 2021 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | (1,220,645 | ) | 3,877,313 |
Interest paid | (669 | ) | (2,445 | ) |
Tax paid | 253,859 | 545,980 |
Net cash from operating activities | (967,455 | ) | 4,420,848 |
Cash flows from investing activities |
Purchase of tangible fixed assets | (132,008 | ) | (158,541 | ) |
Sale of tangible fixed assets | 1,569 | 23,963 |
Interest received | 32,500 | 357 |
Net cash from investing activities | (97,939 | ) | (134,221 | ) |
Cash flows from financing activities |
Amounts paid to group companies | (2,637,750 | ) | (2,964,026 | ) |
Net cash from financing activities | (2,637,750 | ) | (2,964,026 | ) |
(Decrease)/increase in cash and cash equivalents | (3,703,144 | ) | 1,322,601 |
Cash and cash equivalents at beginning of year | 2 | 7,187,758 | 5,865,157 |
Cash and cash equivalents at end of year | 2 | 3,484,614 | 7,187,758 |
Novum Holdings UK Limited (Registered number: 06219882) |
Notes to the Consolidated Cash Flow Statement |
For The Year Ended 31st December 2022 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2022 | 2021 |
£ | £ |
Profit before taxation | 1,000,676 | 1,127,516 |
Depreciation charges | 100,189 | 90,608 |
Loss/(profit) on disposal of fixed assets | 42,237 | (16,512 | ) |
Movement in Provision | 206,682 | 147,702 |
Finance costs | 669 | 2,445 |
Finance income | (32,500 | ) | (357 | ) |
1,317,953 | 1,351,402 |
Increase in stocks | (61,775 | ) | (83,925 | ) |
(Increase)/decrease in trade and other debtors | (4,026,868 | ) | 1,304,173 |
Increase in trade and other creditors | 1,550,045 | 1,305,663 |
Cash generated from operations | (1,220,645 | ) | 3,877,313 |
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: |
Year ended 31st December 2022 |
31/12/22 | 1/1/22 |
£ | £ |
Cash and cash equivalents | 3,484,614 | 7,187,758 |
Year ended 31st December 2021 |
31/12/21 | 1/1/21 |
£ | £ |
Cash and cash equivalents | 7,187,758 | 5,865,157 |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 1/1/22 | Cash flow | At 31/12/22 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 7,187,758 | (3,703,144 | ) | 3,484,614 |
7,187,758 | (3,703,144 | ) | 3,484,614 |
Total | 7,187,758 | (3,703,144 | ) | 3,484,614 |
Novum Holdings UK Limited (Registered number: 06219882) |
Notes to the Consolidated Financial Statements |
For The Year Ended 31st December 2022 |
1. | STATUTORY INFORMATION |
Novum Holdings UK Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
The financial statements have been prepared in accordance with applicable accounting standards including Financial Reporting Standard 102 The Financial Reporting Standard Applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006. The financial statements have been prepared on a going concern basis under the historical cost convention, modified to include certain items at fair value. The company's business activities, together with factors likely to affect its future performance and position, have been monitored and reviewed by the directors who prepare and review forecasts to ensure the group can operate within it's facilities. The financial statements are prepared in sterling which is the functional currency of the company. |
The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated. |
The financial statements have been prepared on a going concern basis. The Directors have reviewed and considered relevant information, including the annual budget and future cash flows in making their assessment. In particular, in response to the COVID-19 pandemic, the Directors have tested their cash flow analysis to take into account the impact on their business of possible scenarios brought on by the impact of COVID-19, alongside the measures that they can take to mitigate the impact. Based on these assessments, given the measures that could be undertaken to mitigate the current adverse conditions, and the current resources available, the Directors have concluded that they can continue to adopt the going concern basis in preparing the annual report and accounts. |
Basis of consolidation |
The consolidated financial statements incorporate the financial statements of the company and its wholly owned subsidiary Novum Structures UK Limited with its 100% subsidiary Novum Facilities Management Limited. Acquisitions are accounted for under the acquisition method and goodwill on consolidation is capitalised and written off over five years from the date of acquisition. As a consolidated income statement is published, a separate income statement for the parent company is omitted from the group financial statements under section 408 of the Companies Act 2006. The French subsidiary has not been consolidated as still not fully operating. |
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. |
Novum Holdings UK Limited (Registered number: 06219882) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2022 |
2. | ACCOUNTING POLICIES - continued |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Rendering of services |
When the outcome of a transaction can be estimated reliably, turnover from maintenance contracts is recognised by reference to the stage of completion at the balance sheet date. Stage of completion is measured by reference to costs incurred to date. Turnover from management charges to other group companies is recognised as a proportion of the time spent by the director working on their projects. |
Where the outcome cannot be measured reliably, turnover is recognised only to the extent of the expenses recognised that are recoverable. |
Contract turnover |
Contract turnover includes the value of work completed during the financial year after reference to the total sales value and stage completion of the project and including the settlement of claims arising from previous years.When the outcome of a construction contract can be estimated reliably, contract costs and turnover are recognised by reference to the stage of completion at the balance sheet date. Stage of completion is measured by reference to costs incurred to date. |
Where the outcome cannot be measured reliably, contract costs are recognised as an expense in the period in which they are incurred and contract turnover is recognised to the extent of costs incurred that it is probable will be recoverable. |
When it is probable that contract costs will exceed the total contract turnover, the expected loss is recognised as an expense immediately, with a corresponding provision.(see note below on long-term contracts). |
Goodwill |
Goodwill arising from consolidation has now been fully amortised. |
Tangible fixed assets |
Freehold property | - |
Improvements to property | - |
Plant and machinery | - |
Fixtures and fittings | - |
Motor vehicles | - |
Computer equipment | - |
Tangible fixed assets are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended. |
Stocks |
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing stock to its present location and condition. Cost is calculated using the first-in, first-out formula. Provision is made for damaged, obsolete and slow-moving stock where appropriate. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Novum Holdings UK Limited (Registered number: 06219882) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2022 |
2. | ACCOUNTING POLICIES - continued |
Research and development |
Expenditure on research and development is written off in the year in which it is incurred. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The group operates a multi-employer defined benefit pension scheme for all its staff,with the exception of the directors, accounted for as a defined contribution scheme because the Company's share of the scheme assets and liabilities is not readily ascertainable. |
Contributions payable to the company's pension scheme are charged to the profit and loss account in the period to which they relate. At the year end, the company was not required to fund any scheme's deficits. |
Long-term contracts |
Turnover |
Contract turnover includes the value of work completed during the financial year after reference to the total sales value and stage completion of the project and including the settlement of claims arising from previous years. |
Profits or Losses |
Profits on long-term contracts are calculated in accordance with industry standard accounting practice and do not directly relate to turnover. Profit on current contracts is only taken at the stage near enough to completion for that profit to be reasonably certain. Provision is made for all losses incurred to the accounting date together with any further losses that are foreseen in bringing contracts to completion. |
Costs |
Costs for this purpose include valuation of all work done by subcontractors, whether certified or not, and all overheads other that those relating to the general administration of the relevant companies. For any contracts where receipts exceed the book value of the work done, the excess is included in creditors as payments on account. |
Debtors and creditors receivable / payable within one year |
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses. |
Impairment |
Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. If such indication exists, the recoverable amount of the asset, or the asset's cash generating unit, is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in profit or loss unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease. |
Provisions |
Provisions are recognised when the company has an obligation at the balance sheet date as a result of a past event, it is probable that an outflow of economic benefits will be required in settlement and the amount can be reliably estimated. |
Judgements and key sources of estimation uncertainty |
In the application of the Company's accounting policies, which are described above, management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. |
The key sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements mainly relate to the provision of bad debts, warranty and snagging provision on closed jobs, revenue recognition on the basis of the percentage of completion of long term contracts. |
Novum Holdings UK Limited (Registered number: 06219882) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2022 |
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: |
2022 | 2021 |
£ | £ |
United Kingdom | 11,794,566 | 11,374,081 |
Outside the United Kingdom | 13,216,669 | 8,405,690 |
25,011,235 | 19,779,771 |
4. | EMPLOYEES AND DIRECTORS |
2022 | 2021 |
£ | £ |
Wages and salaries | 3,851,597 | 3,398,364 |
Social security costs | 485,751 | 386,961 |
Other pension costs | 207,944 | 110,941 |
4,545,292 | 3,896,266 |
The average number of employees during the year was as follows: |
2022 | 2021 |
Total |
The average number of employees by undertakings that were proportionately consolidated during the year was 56 (2021 - 56 ) . |
The remuneration of key management personnel amounted to £640,050 (£633,413 - 2021). |
2022 | 2021 |
£ | £ |
Directors' remuneration | 125,817 | 185,357 |
Directors' pension contributions to money purchase schemes | 32,001 | 11,726 |
The number of directors to whom retirement benefits were accruing was as follows: |
Money purchase schemes | 1 | 1 |
5. | OPERATING PROFIT |
The operating profit is stated after charging/(crediting): |
2022 | 2021 |
£ | £ |
Other operating leases | 368,077 | 357,597 |
Depreciation - owned assets | 100,185 | 90,609 |
Loss/(profit) on disposal of fixed assets | 42,237 | (16,512 | ) |
Auditors' remuneration | 11,500 | 13,817 |
Foreign exchange differences | (202,506 | ) | 280,982 |
6. | EXCEPTIONAL ITEMS |
2022 | 2021 |
£ | £ |
Government grants | - | 20,519 |
In 2021, the Group received Government grants through the Covid 19 Job Retention Scheme. |
Novum Holdings UK Limited (Registered number: 06219882) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2022 |
7. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2022 | 2021 |
£ | £ |
Bank interest | 117 | - |
Other Interest | 552 | 2,445 |
669 | 2,445 |
8. | TAXATION |
Analysis of the tax credit |
The tax credit on the profit for the year was as follows: |
2022 | 2021 |
£ | £ |
Current tax: |
Tax over provision | (351,597 | ) | (546,160 | ) |
No description | (258,262 | ) | - |
Tax on profit | (609,859 | ) | (546,160 | ) |
Reconciliation of total tax credit included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
2022 | 2021 |
£ | £ |
Profit before tax | 1,000,676 | 1,127,516 |
Profit multiplied by the standard rate of corporation tax in the UK of 19 % (2021 - 19 %) | 190,128 | 214,228 |
Effects of: |
Expenses not deductible for tax purposes | 8,025 | 41,376 |
Depreciation in excess of capital allowances | 15,289 | 2,539 |
Adjustments to tax charge in respect of previous periods | - | (180 | ) |
Research & development tax credit relating to previous year | (253,858 | ) | - |
Group Relief | (213,443 | ) | (258,143 | ) |
Research & development tax enhanced deduction | (356,000 | ) | (545,980 | ) |
Total tax credit | (609,859 | ) | (546,160 | ) |
9. | INDIVIDUAL INCOME STATEMENT |
As permitted by Section 408 of the Companies Act 2006, the Statement of Comprehensive Income of the parent company is not presented as part of these financial statements. |
Novum Holdings UK Limited (Registered number: 06219882) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2022 |
10. | INTANGIBLE FIXED ASSETS |
Group |
Goodwill |
£ |
COST |
At 1st January 2022 |
and 31st December 2022 | 574,801 |
AMORTISATION |
At 1st January 2022 |
and 31st December 2022 | 574,801 |
NET BOOK VALUE |
At 31st December 2022 | - |
At 31st December 2021 | - |
11. | TANGIBLE FIXED ASSETS |
Group |
Improvements |
Freehold | to | Plant and |
property | property | machinery |
£ | £ | £ |
COST |
At 1st January 2022 | 260,066 | 50,584 | 22,868 |
Additions | - | 3,960 | 77,545 |
Disposals | - | (1,575 | ) | - |
At 31st December 2022 | 260,066 | 52,969 | 100,413 |
DEPRECIATION |
At 1st January 2022 | 8,669 | 34,919 | 5,549 |
Charge for year | 5,201 | 1,177 | 7,530 |
Eliminated on disposal | - | - | - |
At 31st December 2022 | 13,870 | 36,096 | 13,079 |
NET BOOK VALUE |
At 31st December 2022 | 246,196 | 16,873 | 87,334 |
At 31st December 2021 | 251,397 | 15,665 | 17,319 |
Novum Holdings UK Limited (Registered number: 06219882) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2022 |
11. | TANGIBLE FIXED ASSETS - continued |
Group |
Fixtures |
and | Motor | Computer |
fittings | vehicles | equipment | Totals |
£ | £ | £ | £ |
COST |
At 1st January 2022 | 208,095 | 307,788 | 102,875 | 952,276 |
Additions | 17,798 | 28,000 | 4,705 | 132,008 |
Disposals | (83,682 | ) | - | - | (85,257 | ) |
At 31st December 2022 | 142,211 | 335,788 | 107,580 | 999,027 |
DEPRECIATION |
At 1st January 2022 | 113,017 | 107,883 | 85,111 | 355,148 |
Charge for year | 13,750 | 60,554 | 11,973 | 100,185 |
Eliminated on disposal | (41,451 | ) | - | - | (41,451 | ) |
At 31st December 2022 | 85,316 | 168,437 | 97,084 | 413,882 |
NET BOOK VALUE |
At 31st December 2022 | 56,895 | 167,351 | 10,496 | 585,145 |
At 31st December 2021 | 95,078 | 199,905 | 17,764 | 597,128 |
12. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£ |
COST |
At 1st January 2022 |
and 31st December 2022 |
NET BOOK VALUE |
At 31st December 2022 |
At 31st December 2021 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Registered office: 8 Hopper Way Diss IP22 4GT |
Nature of business: |
% |
Class of shares: | holding |
2022 | 2021 |
£ | £ |
Aggregate capital and reserves |
Profit for the year |
Novum Holdings UK Limited (Registered number: 06219882) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2022 |
12. | FIXED ASSET INVESTMENTS - continued |
Registered office: 8 Hopper Way Diss IP22 4GT |
Nature of business: |
% |
Class of shares: | holding |
2022 | 2021 |
£ | £ |
Aggregate capital and reserves |
Profit for the year |
Registered office: 77 Boulevard Vauban 59000 Lille |
Nature of business: |
% |
Class of shares: | holding |
2022 | 2021 |
£ | £ |
Aggregate capital and reserves |
Profit/(loss) for the year | ( |
) |
The company's fixed asset investments relate to 100% holding in Novum Structures UK Limited and its 100% subsidiaries Novum Facilities Management Ltd, companies incorporated in the UK with a business address of Unit 14 Hopper Way, Diss Business Park, Diss, Norfolk, IP22 4GT, and Novum France SAL, a company incorporated in France. |
The trading result of the subsidiaries to 31st December 2022 including comparatives have been consolidated in these accounts. |
13. | STOCKS |
Group |
2022 | 2021 |
£ | £ |
Stocks | 370,638 | 308,863 |
Management estimates stock expensed in the year as amounting to £370k (£309k in 2021). |
14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2022 | 2021 | 2022 | 2021 |
£ | £ | £ | £ |
Trade debtors | 4,191,949 | 3,262,219 |
Amounts owed by group undertakings | 2,637,750 | 2,322,617 |
Amounts recoverable on contract | 3,085,654 | 3,510,950 |
Other debtors | 3,446,292 | 619,693 |
Tax | 356,000 | - |
VAT | 145,316 | 130,278 |
Called up share capital not paid | 100 | 100 |
Prepayments and accrued income | 7,248 | - |
Prepayments | 775,640 | 421,791 |
14,645,949 | 10,267,648 |
Novum Holdings UK Limited (Registered number: 06219882) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2022 |
15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2022 | 2021 | 2022 | 2021 |
£ | £ | £ | £ |
Payments on account | 1,050,845 | 5,018,588 |
Trade creditors | 2,963,470 | 733,918 |
Amounts owed to group undertakings | - | - |
Social security and other taxes | 160,088 | 166,668 |
Other creditors | 3,424,617 | 2,982,339 |
Accruals and deferred income | 3,472 | 1,857 |
Accrued expenses | 775,473 | 566,863 |
8,377,965 | 9,470,233 |
16. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Non-cancellable operating | leases |
2022 | 2021 |
£ | £ |
Within one year | 224,394 | 272,823 |
Between one and five years | 542,629 | 135,989 |
In more than five years | 404,936 | - |
1,171,959 | 408,812 |
17. | SECURED DEBTS |
A debenture dated 13/10/2011 is charged on all assets of Novum Structures UK Limited. |
18. | PROVISIONS FOR LIABILITIES |
Group |
2022 | 2021 |
£ | £ |
Other provisions | 506,892 | 300,210 |
Aggregate amounts | 506,892 | 300,210 |
Other provisions include snagging, warranty and maintenance. The potential liability at year end is calculated on a project by project basis. |
19. | CALLED UP SHARE CAPITAL |
Allotted and issued: |
Number: | Class: | Nominal | 2022 | 2021 |
value: | £ | £ |
Ordinary share capital | 1 | 1 | 1 |
Novum Holdings UK Limited (Registered number: 06219882) |
Notes to the Consolidated Financial Statements - continued |
For The Year Ended 31st December 2022 |
20. | RESERVES |
Group |
Retained |
earnings |
£ |
At 1st January 2022 | 8,590,953 |
Profit for the year | 1,610,535 |
At 31st December 2022 | 10,201,488 |
Company |
Retained |
earnings |
£ |
At 1st January 2022 |
Profit for the year |
At 31st December 2022 |
The profit and loss account represents cumulative profits and losses, net of dividends and other adjustments. |
21. | RELATED PARTY DISCLOSURES |
At the year end, included in Trade Creditors there are amounts totalling £953,038 (2021 - £380,511) due to group undertakings as a result of transactions concluded under normal market conditions. |
Included in Trade Debtors there are amounts totalling £1,764,777(2021 - £1,712,670) due to group undertakings as a result of transactions concluded under normal market conditions. |
At the year end, a loan to a group company of £729k(2021 - £1.7m) was still outstanding. |
22. | ULTIMATE CONTROLLING PARTY |
The immediate parent company is Novum Holdings LLC, a company incorporated in the USA whose registered address is Westbrook Xing, Menomonee Falls, Wisconsin, whereas the ultimate controlling party is CFA Novum Partners LLC whose registered address is 111 E. KILBOURN AVE. SUITE 2800 MILWAUKEE, WI 53202. |
23. | INSURANCE BACKED GUARANTEE BONDS |
As at the year end, bank guarantee bonds were issued with Natwest of a total of £924K or Euro £1m (2021 - Euro 1.8m or £1.5m) were executed. The bonds have been issued for the benefit of three clients in the event of a breach of contract by the group. |
24. | GROUP ACCOUNTS |
The parent company Novum Holdings LLC incorporated in the United States of America prepares group accounts. These are available from the following address: |
Novum Holdings LLC |
W126 N8585 Westbrook Crossing |
Menomonee Falls |
WI 53051 |