Company registration number 09328694 (England and Wales)
QOB HOLDING COMPANY LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
QOB HOLDING COMPANY LTD
COMPANY INFORMATION
Directors
M Quill
S Argent
(Appointed 18 May 2022)
Company number
09328694
Registered office
250 Woodcote Road
Wallington
Surrey
SM6 0QE
Auditor
Grunberg & Co Ltd
5 Technology Park
Colindeep Lane
Colindale
London
United Kingdom
NW9 6BX
QOB HOLDING COMPANY LTD
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 28
QOB HOLDING COMPANY LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 1 -

The directors present the strategic report for the year ended 31 December 2022.

Principal activities

The principal activity of the company and group continued to be that of fitting out and refurbishing buildings.

Review of the business

We entered the 2022 financial year off the back of a much improved 2021. Where the knock-on effect of the global pandemic continued to hinder the pipeline of opportunity within the commercial office sector there were strong signs of opportunities increasing and confidence returning.

 

We always maintained our focus on key clients so as their workload returned, we were well placed to offer our expertise to deliver their projects. The hesitancy on projects proceeding abated in 2021 whereby we immediately experienced a return of project tendering and negotiations, leading to securing a significant increase in projects in 2022.

 

The decisions we had made in 2021 and growth in our management structure allowed us to be confident in our own cost base allowing strategic decisions on how we managed our personnel growth through 2022, suitable to maintain our delivery standards and satisfy our clients expectations. We delivered projects for blue chip clients in the property development, tech and media sectors. We continued to add to our delivery portfolio which created further opportunity giving us an improved secured turnover into 2023.

 

We continue to target being a £35m - £40m turnover business by 2025, so we forecast 2023 to deliver a profitable £32m to £34m as a reasonable target on the way to our 2025 goal. This represents controlled growth following our 2022 turnover, which has been achieved organically.

 

Whilst turnover is easily measured and comparable against our competitors, the true success of QOB remains in the delivery of our ‘Quality Without Compromise’ ethos. We consistently deliver for our clients, who return to QOB, creating a virtuous circle from which we all benefit.

 

Review of business performance

 

The results for the year show an operating profit of £340,434 (2021 - £591,434) and a pre-tax profit of £340,434 (2021 - £591,434).

 

The Directors are pleased to report that, as planned, we invested in our management structure to take us into the next stage of our growth, we grew our turnover significantly and it increased by 7% to £24m with an incredibly strong forward order book in excess of £28m. This success now provides us with the platform to continue investing in the business, allowing it to grow organically in a strong market.

 

Key senior personnel and management

 

The success of QOB’s business is largely attributable to the efforts and abilities of its senior managers. Failure to retain its senior management team or other key personnel may threaten the success of the company’s operations. We have appropriate systems in place for recruitment, reward, compensation, and performance management.

 

The strategy in the next financial period is to continue to maintain turnover in a controlled manner through careful financial management with firm control of overheads. The director's strategy is to continue to work alongside historically stable clients with repeat business levels remaining consistently high.

 

 

QOB HOLDING COMPANY LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -
Principal risks and uncertainties

The Directors regularly review risks and uncertainties that face the company in order to plan ways to mitigate them. The implementation of three business units has brought further diversity to the business, allowing greater scrutiny of the performance of the company by implementing continual improvements in our business procedures. Major risks facing the company, like supply chain failure, inflation, the rising cost of materials and labour as well as exposure to increasing fuel costs, all require careful and close control. The Directors are confident that the checks and balances in place throughout the business will continue to allow us to trade profitably.

 

The Board continually monitors the financial performance of the company via monthly management meetings, individual job costings and end day forecasting. This, combined with the continued reinvestment of available profits back into the business, provides a strong base from which to operate successfully.

On behalf of the board

M Quill
Director
20 October 2023
QOB HOLDING COMPANY LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 3 -

The directors present their annual report and financial statements for the year ended 31 December 2022.

Results and dividends

The results for the year are set out on page 9.

Ordinary dividends were paid amounting to £127,416. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

M Quill
S Argent
(Appointed 18 May 2022)

Principal risks and uncertainties

The company is exposed to a number of risks as a result of global economic changes. The principal risks and uncertainties that the company faces, together with an explanation of how they are mitigated, are as follows:

War in Ukraine

The company has no ongoing business activities in the region and all business relationships were assessed to ensure that they were not impacted by the restrictions in the region.

Inflation

Cost increases have a direct impact on construction costs. Inflation leads to rising prices for various inputs, such as labor, equipment and materials,. This can put pressure on construction margins.

Covid-19

All of the restriction relating to the pandemic were lifted by February 2022. The directors are of the opinion that the pandemic had minimal impact during the first two months of the financial period.

Brexit

As the company trades with the UK, the Directors' do not foresee any significant impact on the company by Brexit.

Liquidity risk

The company seeks to manage liquidity risk to ensure sufficient liquidity is available to meet foreseeable needs. The company continually monitors rolling cash flow forecasts to ensure sufficient cash is available to meet anticipated cash requirements.

Interest rate risk

At present, given the company does not have any external borrowings and as the inter-group balances do not attract interest, it has been deemed by the directors that the company is not exposed to interest rate risk.

Foreign currency risk

Where the company purchases services from foreign members of the group, the directors mitigate the foreign exchange risk associated with transactions by purchasing these services in sterling as opposed to a foreign currency. Should any transactions take place in these foreign currencies, then the foreign exchange risk is minimal. However, should this change, the Board will take necessary steps to mitigate any such fluctuations, as this is constantly reviewed.

The board continually monitors the financial performance of the company via monthly management meetings, individual job costings and end day forecasting. This, combined with the continued reinvestment of available profits back into the business, provides a strong base from which to operate successfully.

 

QOB HOLDING COMPANY LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 4 -
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
M Quill
Director
20 October 2023
QOB HOLDING COMPANY LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 5 -

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

QOB HOLDING COMPANY LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF QOB HOLDING COMPANY LTD
- 6 -
Opinion

We have audited the financial statements of QOB Holding Company Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2022 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 our audit:

QOB HOLDING COMPANY LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF QOB HOLDING COMPANY LTD
- 7 -
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 their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

 

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud.

 

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

- the nature of the industry and sector, including the impact of the COVID-19 global pandemic across the UK and whether the financial results of our client differed from the industry trends;

 

- the legal and regulatory framework that the Company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements;

 

- the matters discussed among the audit engagement team during the planning process regarding how and where fraud might occur in the financial statement and any potential indicators of fraud.

 

Audit procedures performed included the reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; discussions with the directors' on their own assessment of the risks that irregularities may occur either as a result of fraud or error, their assessment of compliance with laws and regulations and whether they were aware of any instances of non-compliance, including any potential litigation or claims; performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; in addressing the risk of

QOB HOLDING COMPANY LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF QOB HOLDING COMPANY LTD
- 8 -

fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; inspection of relevant legal correspondence and board minutes; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

 

As a result of our assessment, it is considered that there are no laws and regulations for which non-compliance may be fundamental to the operating aspects of the business. However, laws and regulations considered to have a direct effect on the financial statements included the UK Companies Act, Employment Laws, Tax legislation both UK and local for foreign sales, Pensions legislation, Health & Safety legislation, distance selling regulations and electrical safety standards.

 

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. There is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

As a result of our assessment, it is considered that there are no laws and regulations for which non-compliance may be fundamental to the operating aspects of the business. However, laws and regulations considered to have a direct effect on the financial statements included the UK Companies Act, Employment Laws, Tax legislation both UK and local for foreign sales, Pensions legislation, Health & Safety legislation, distance selling regulations and electrical safety standards.

 

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. There is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the 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 an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Gedalia Waldman BA FCA (Senior Statutory Auditor)
For and on behalf of Grunberg & Co Ltd
23 October 2023
Chartered Accountants
Statutory Auditor
5 Technology Park
Colindeep Lane
Colindale
London
United Kingdom
NW9 6BX
QOB HOLDING COMPANY LTD
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022
- 9 -
2022
2021
Notes
£
£
Turnover
5
23,693,271
22,138,223
Cost of sales
(19,869,640)
(18,843,619)
Gross profit
3,823,631
3,294,604
Administrative expenses
(3,493,125)
(2,707,031)
Other operating income
9,928
3,861
Tax on profit
9
(81,826)
(84,345)
Profit for the financial year
22
258,608
507,089
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
QOB HOLDING COMPANY LTD
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2022
31 December 2022
- 10 -
2022
2021
Notes
£
£
£
£
Fixed assets
Tangible assets
11
64,088
22,141
Investments
12
2
2
64,090
22,143
Current assets
Debtors
14
6,056,195
4,141,520
Cash at bank and in hand
4,057,490
2,302,067
10,113,685
6,443,587
Creditors: amounts falling due within one year
15
(8,588,258)
(4,929,360)
Net current assets
1,525,427
1,514,227
Total assets less current liabilities
1,589,517
1,536,370
Creditors: amounts falling due after more than one year
16
(258,333)
(358,333)
Provisions for liabilities
Deferred tax liability
18
15,777
2,568
(15,777)
(2,568)
Net assets
1,315,407
1,175,469
Capital and reserves
Called up share capital
21
143
137
Share premium account
22
36,548
27,808
Profit and loss reserves
22
1,278,716
1,147,524
Total equity
1,315,407
1,175,469
The financial statements were approved by the board of directors and authorised for issue on 20 October 2023 and are signed on its behalf by:
20 October 2023
M Quill
Director
QOB HOLDING COMPANY LTD
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2022
31 December 2022
- 11 -
2022
2021
Notes
£
£
£
£
Fixed assets
Investments
12
4
4
Current assets
Debtors
14
229,093
238,203
Creditors: amounts falling due within one year
15
(83,687)
(80,187)
Net current assets
145,406
158,016
Net assets
145,410
158,020
Capital and reserves
Called up share capital
21
143
137
Share premium account
22
36,548
27,808
Profit and loss reserves
22
108,719
130,075
Total equity
145,410
158,020

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £106,060 (2021 - £126,834 profit).

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 20 October 2023 and are signed on its behalf by:
20 October 2023
M Quill
Director
Company registration number 09328694 (England and Wales)
QOB HOLDING COMPANY LTD
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
- 12 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2021
119
-
0
16
640,435
640,570
Year ended 31 December 2021:
Profit and total comprehensive income
-
-
-
507,089
507,089
Issue of share capital
21
2
27,808
-
-
27,810
Redemption of shares
21
16
-
(16)
-
-
0
Balance at 31 December 2021
137
27,808
-
0
1,147,524
1,175,469
Year ended 31 December 2022:
Profit and total comprehensive income
-
-
-
258,608
258,608
Issue of share capital
21
6
8,740
-
-
8,746
Dividends
10
-
-
-
(127,416)
(127,416)
Balance at 31 December 2022
143
36,548
-
0
1,278,716
1,315,407
QOB HOLDING COMPANY LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
- 13 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2021
119
-
0
16
3,241
3,376
Year ended 31 December 2021:
Profit and total comprehensive income for the year
-
-
-
126,834
126,834
Issue of share capital
21
2
27,808
-
-
27,810
Redemption of shares
21
16
-
(16)
-
-
0
Balance at 31 December 2021
137
27,808
-
0
130,075
158,020
Year ended 31 December 2022:
Profit and total comprehensive income
-
-
-
106,060
106,060
Issue of share capital
21
6
8,740
-
-
8,746
Dividends
10
-
-
-
(127,416)
(127,416)
Balance at 31 December 2022
143
36,548
-
0
108,719
145,410
QOB HOLDING COMPANY LTD
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 14 -
2022
2021
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
1
2,107,346
626,382
Income taxes (paid)/refunded
(84,346)
128,395
Net cash inflow from operating activities
2,023,000
754,777
Investing activities
Purchase of tangible fixed assets
(48,907)
(17,490)
Net cash used in investing activities
(48,907)
(17,490)
Financing activities
Proceeds from issue of shares
8,746
27,810
Repayment of bank loans
(100,000)
(41,667)
Dividends paid to equity shareholders
(127,416)
-
0
Net cash used in financing activities
(218,670)
(13,857)
Net increase in cash and cash equivalents
1,755,423
723,430
Cash and cash equivalents at beginning of year
2,302,067
1,578,637
Cash and cash equivalents at end of year
4,057,490
2,302,067
QOB HOLDING COMPANY LTD
GROUP STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 15 -
1
Cash generated from group operations
2022
2021
£
£
Profit for the year after tax
258,608
507,089
Adjustments for:
Taxation charged
81,826
84,345
Depreciation and impairment of tangible fixed assets
6,960
22,452
Movements in working capital:
Increase in debtors
(1,914,675)
(1,505,178)
Increase in creditors
3,674,627
1,517,674
Cash generated from operations
2,107,346
626,382
2
Analysis of changes in net funds - group
1 January 2022
Cash flows
31 December 2022
£
£
£
Cash at bank and in hand
2,302,067
1,755,423
4,057,490
Borrowings excluding overdrafts
(458,333)
100,000
(358,333)
1,843,734
1,855,423
3,699,157
3
Accounting policies
Company information

QOB Holding Company Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 250 Woodcote Road, Wallington, Surrey, SM6 0QE.

 

The group consists of QOB Holding Company Limited and its significant subsidiaries.

3.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Accounting policies
(Continued)
- 16 -
3.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

3.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company QOB Holding Company Limited together with all entities controlled by the parent company (its subsidiaries).

 

All financial statements are made up to 31 December 2022. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

3.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

3.5
Turnover

Turnover, which is stated net of value added tax, represents amounts invoiced to third parties, except in respect of long term contracts where turnover represents the sale value of work done in the year, including estimates for amounts not invoiced.

3.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and equipment
20% on cost
Fixtures and fittings
20% on cost
Computers
20% on cost

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Accounting policies
(Continued)
- 17 -
3.7
Fixed asset investments

In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

3.8
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

3.9
Construction contracts

Where the outcome of a construction contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the reporting end date. Variations in contract work, claims and incentive payments are included to the extent that the amount can be measured reliably and its receipt is considered probable.

 

When it is probable that total contract costs will exceed total contract turnover, the expected loss is recognised as an expense immediately.

 

Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the extent of contract costs incurred where it is probable that they will be recoverable. Contract costs are recognised as expenses in the period in which they are incurred. When costs incurred in securing a contract are recognised as an expense in the period in which they are incurred, they are not included in contract costs if the contract is obtained in a subsequent period.

 

QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Accounting policies
(Continued)
- 18 -

The “percentage of completion method” is used to determine the appropriate amount to recognise in a given period. The stage of completion is measured by the proportion of contract costs incurred for work performed to date compared to the estimated total contract costs. Costs incurred in the year in connection with future activity on a contract are excluded from contract costs in determining the stage of completion. These costs are presented as accruals, accrued income, prepayments or other balance items depending on their nature, and provided it is probable they will be recovered.

3.10
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

3.11
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Accounting policies
(Continued)
- 19 -
Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

3.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

3.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Accounting policies
(Continued)
- 20 -
3.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

3.15
Share-based payments

Equity-settled share-based payments to employees are measured at the fair value of the equity instruments at the grant date. The fair value excludes the effect of non-market-based vesting conditions.

 

The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Company's estimate of equity instruments that will eventually vest unless the exercise period commences immediately following the grant date, in which case the entire fair value of the equity-settled share-based payment is expensed to the income statement. At each balance sheet date, the Company revises its estimate of the number of equity instruments expected to vest as a result of the effect of non market-based vesting conditions. The impact of the revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to equity reserves.

3.16
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

3.17
Government grants

The company recognises government grants received relating to the Coronavirus Business Interruption Loan and Job Retention Scheme on an accruals basis. The grants are recognised in the Income Statement over the period in which the company recognises the related costs for which the grant is intended to compensate.

 

Government assistance has also been extended by way of the provision of guarantees.

4
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

Other than the recognition of turnover for construction services which has been detailed under the construction contracts policy, there are no material items in the financial statements where these judgement and estimates have been made.

5
Turnover and other revenue
2022
2021
£
£
Turnover analysed by class of business
Fitting out and refurbishing buildings
23,693,271
22,138,223
2022
2021
£
£
Turnover analysed by geographical market
United Kingdom
23,693,271
22,138,223
QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
5
Turnover and other revenue
(Continued)
- 21 -
2022
2021
£
£
Other revenue
Grants received
9,820
3,861
6
Operating profit
2022
2021
£
£
Operating profit for the year is stated after charging/(crediting):
Government grants
(9,820)
(3,861)
Depreciation of owned tangible fixed assets
6,960
22,452
Operating lease charges
51,114
62,174
7
Auditor's remuneration
2022
2021
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
4,856
4,741
Audit of the financial statements of the company's subsidiaries
22,550
21,799
27,406
26,540
8
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2022
2021
2022
2021
Number
Number
Number
Number
32
21
2
1
QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
8
Employees
(Continued)
- 22 -

Their aggregate remuneration comprised:

Group
Company
2022
2021
2022
2021
£
£
£
£
Wages and salaries
2,139,590
1,488,858
-
0
-
0
Social security costs
275,387
183,434
-
-
Pension costs
111,523
29,462
-
0
-
0
2,526,500
1,701,754
-
0
-
0

There are no other key management personnel other than the directors.

9
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
68,617
84,345
Deferred tax
Origination and reversal of timing differences
13,209
-
0
Total tax charge
81,826
84,345

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2022
2021
£
£
Profit before taxation
340,434
591,434
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
64,682
112,372
Tax effect of expenses that are not deductible in determining taxable profit
16,057
12,538
Tax effect of utilisation of tax losses not previously recognised
-
0
(34,044)
Unutilised tax losses carried forward
-
0
(3,148)
Group relief
1
-
0
Permanent capital allowances in excess of depreciation
(12,122)
(3,373)
Movement in deferred tax
13,208
-
0
Taxation charge
81,826
84,345
QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
9
Taxation
(Continued)
- 23 -

The Finance Act 2021 was substantially enacted in May 2021 and has increased the corporation tax rate to from 19% to 25% with effect from 1 April 2023. The deferred taxation balances have been measured using the rates expected to apply in the reporting periods when the timing differences reverse.

10
Dividends
2022
2021
Recognised as distributions to equity holders:
£
£
Final paid
127,416
-
11
Tangible fixed assets
Group
Plant and equipment
Fixtures and fittings
Computers
Total
£
£
£
£
Cost
At 1 January 2022
7,074
2,185
110,550
119,809
Additions
-
0
-
0
48,907
48,907
At 31 December 2022
7,074
2,185
159,457
168,716
Depreciation and impairment
At 1 January 2022
7,074
1,491
89,103
97,668
Depreciation charged in the year
-
0
294
6,666
6,960
At 31 December 2022
7,074
1,785
95,769
104,628
Carrying amount
At 31 December 2022
-
0
400
63,688
64,088
At 31 December 2021
-
0
694
21,447
22,141
The company had no tangible fixed assets at 31 December 2022 or 31 December 2021.
12
Fixed asset investments
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Investments in subsidiaries
13
2
2
4
4
QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
12
Fixed asset investments
(Continued)
- 24 -
Movements in fixed asset investments
Group
Shares in subsidiaries
£
Cost or valuation
At 1 January 2022 and 31 December 2022
2
Carrying amount
At 31 December 2022
2
At 31 December 2021
2
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2022 and 31 December 2022
4
Carrying amount
At 31 December 2022
4
At 31 December 2021
4
13
Subsidiaries

Details of the company's subsidiaries at 31 December 2022 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
QOB Construction Ltd
United Kingdom
Ordinary
100.00
QOB Interiors Ltd
United Kingdom
Ordinary
100.00

QOB Construction Limited is not included in these consolidated accounts as the company is dormant and insignificant to the group.

QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 25 -
14
Debtors
Group
Company
2022
2021
2022
2021
Amounts falling due within one year:
£
£
£
£
Trade debtors
2,648,853
1,096,191
-
0
-
0
Amounts owed by group undertakings
-
-
220,331
210,393
Other debtors
44,121
32,895
8,762
27,810
Prepayments and accrued income
3,363,221
3,012,434
-
0
-
0
6,056,195
4,141,520
229,093
238,203
15
Creditors: amounts falling due within one year
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Bank loans
17
100,000
100,000
-
0
-
0
Trade creditors
2,316,329
1,406,220
-
0
-
0
Amounts owed to group undertakings
4,165
4,134
2
2
Corporation tax payable
68,616
84,345
-
0
-
0
Other taxation and social security
1,569,997
448,731
-
-
Other creditors
91,131
86,569
83,685
80,185
Accruals and deferred income
4,438,020
2,799,361
-
0
-
0
8,588,258
4,929,360
83,687
80,187
16
Creditors: amounts falling due after more than one year
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Bank loans and overdrafts
17
258,333
358,333
-
0
-
0
Amounts included above which fall due after five years are as follows:
Payable by instalments
-
358,333
-
-
QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 26 -
17
Loans and overdrafts
Group
Company
2022
2021
2022
2021
£
£
£
£
Bank loans
358,333
458,333
-
0
-
0
Payable within one year
100,000
100,000
-
0
-
0
Payable after one year
258,333
358,333
-
0
-
0

The loans are secured on the assets of the company.

 

The loans are Coronavirus Business Interruption Loans that the UK government has provided a guarantee on 80%, together with seven months of no interest charges falling in the previous accounting period.

 

The loans is repayable by monthly installments of £8,333.33 in advance over a period of 72 months. Interest is charged at 2.75% per annum over the Base Rate. Where the Base Rate is below zero, it will be deemed to be zero. In relation to the first 12 months of the loan the annual interest rate applicable during the period is, in effect, 0%.

18
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2022
2021
Group
£
£
Accelerated capital allowances
15,777
2,568
The company has no deferred tax assets or liabilities.
Group
Company
2022
2022
Movements in the year:
£
£
Liability at 1 January 2022
2,568
-
Charge to profit or loss
13,209
-
Liability at 31 December 2022
15,777
-
QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 27 -
19
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
111,523
29,462

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

20
Share-based payment transactions
Group and company
Number of share options
Weighted average exercise price
2022
2021
2022
2021
Number
Number
£
£
Outstanding at 1 January 2022
5,500
1,500
1.59
1.59
Granted
-
11,000
1.59
1.59
Exercised
(5,500)
(7,000)
1.59
1.59
Outstanding at 31 December 2022
-
5,500
-
-
Exercisable at 31 December 2022
-
-
-
-

The total intrinsic value at 31 December 2022 amounted to £NIL for the group and £NIL for the company.

The parent company operated an Enterprise Management Incentive (EMI) scheme for eligible employees. These options have been granted in the current year to employees. Half of these options have vested and been exercised in the prior year and the remaining options have vested and been exercised during the current year as per vesting conditions set out in share option agreement with employees.

21
Share capital
Group and company
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
A Ordinary Shares of 0.1p each
84,000
84,000
85
85
B Ordinary Shares of 0.1p each
30,000
30,000
30
30
C Ordinary Shares of 0.1p each
16,500
16,500
16
16
D Ordinary Shares of 0.1p each
11,000
5,500
12
6
141,500
136,000
143
137

Share options have vested and been exercised in the current year as per vesting conditions set out in share option agreement with employees. A total of 5,500 Ordinary Shares (Type D) have been issued to employees as a result of the option being exercised.

QOB HOLDING COMPANY LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
21
Share capital
(Continued)
- 28 -
22
Reserves
Profit and loss reserves

Retained earnings includes all current and prior period retained profits less dividends paid. All balances within retained earnings are distributable reserves.

23
Related party transactions

Amounts owed to related parties of £38,804 (2021 - £38,804) relate to the director and are interest free and repayable on demand.

24
Ultimate controlling party

There is no ultimate controlling party for the year under review.

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