REGISTERED NUMBER: 11977992 (England and Wales) |
Group Strategic Report, Report of the Directors and |
Consolidated Financial Statements |
for the Period 1 June 2022 to 31 December 2022 |
for |
Dual Seal Glass Holdings Limited |
REGISTERED NUMBER: 11977992 (England and Wales) |
Group Strategic Report, Report of the Directors and |
Consolidated Financial Statements |
for the Period 1 June 2022 to 31 December 2022 |
for |
Dual Seal Glass Holdings Limited |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Contents of the Consolidated Financial Statements |
for the Period 1 June 2022 to 31 December 2022 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 4 |
Independent Auditors' Report | 6 |
Consolidated Statement of 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 |
Dual Seal Glass Holdings Limited |
Company Information |
for the Period 1 June 2022 to 31 December 2022 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants & Statutory Auditor |
Marland House |
13 Huddersfield Road |
Barnsley |
South Yorkshire |
S70 2LW |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Group Strategic Report |
for the Period 1 June 2022 to 31 December 2022 |
The directors present their strategic report of the Company and the Group for the period 1 June 2022 to 31 December 2022. |
REVIEW OF BUSINESS |
These Group consolidated financial statements include the individual financial statements of Dual Seal Glass Ltd and Dual Seal Glass Holdings Limited. |
We aim to present a balanced and comprehensive review of both the development and performance of the business during the period and its position at the end. This view is consistent with the size and non-complex nature of our business and is written in the context of the risks and uncertainties we face. |
In the 7 month period to 31 December 2022, turnover has decreased by £5,861k (35.2%) and the gross profit margin has decreased from 37.6% to 35.8% which has resulted in a total gross profit decrease of £2,406k to £3,850k (2022: £6,257k). The group has made a loss before tax of £30k (2022: £402k profit) and the overall loss for the year after tax amounted to £60k (2022: £325k profit). |
The impact of the Covid 19 pandemic, in conjunction with the United Kingdom's departure from the EU on 1 January 2021 and the related trade agreement are consistently monitored by the directors in order for the related risks to be managed swiftly and effectively. The impact of the ongoing developments in Ukraine are also being monitored. |
The Group is financially strong, with a balance sheet showing net assets of £6.2m and £529k cash at bank and so is well positioned to withstand this disruption for the foreseeable future. Accordingly, the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future and so the financial statements are prepared on a going concern basis. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The group's operations expose it to a variety of financial risks that include the effects of changes in credit risk, liquidity risk and interest rate risk. The group does not use derivative financial instruments to manage interest rate costs and as such, no hedge accounting is applied. |
The board of directors is responsible for monitoring financial risks and for deciding where it would be appropriate to use financial instruments to manage this risk. |
Exchange rate risk |
As the group transacts in foreign currency, it is exposed to exchange rate risk, which it manages by keeping under review the need for forward contracts to purchase currency. |
Interest rate cashflow risk |
The group has interest bearing liabilities, comprising a bank loan on which interest is paid at variable rates. The board of directors regularly review the mix of cash, overdraft and debt to manage interest rate risk. |
Liquidity risk |
The group continues to maximise cashflow to ensure it is sufficient to support operations and any further equipment additions. |
Credit risk |
The group has implemented policies that require appropriate credit checks on potential customers before sales are made. In addition, there are rigorous policies in place regarding the level of credit allowed and the group maintains credit insurance cover. |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Group Strategic Report |
for the Period 1 June 2022 to 31 December 2022 |
KEY PERFORMANCE INDICATORS |
We consider that our key financial performance indicators are those that communicate the financial performance of the group, these being turnover, gross margin and operating profit and these are critically reviewed at a monthly board meeting. |
ON BEHALF OF THE BOARD: |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Report of the Directors |
for the Period 1 June 2022 to 31 December 2022 |
The directors present their report with the financial statements of the Company and the Group for the period 1 June 2022 to 31 December 2022. |
The financial statements for a 7 month period have been prepared in order to ensure the Group's period end is conterminous with that of its parent and ultimate parent company. The comparative figures are therefore not entirely comparable with the current period. |
PRINCIPAL ACTIVITY |
The principal activity of the Group in the period under review was that of the manufacture of double glazed glass units for the construction industry. |
DIVIDENDS |
No dividends will be distributed for the period ended 31 December 2022. |
DIRECTORS |
Other changes in directors holding office are as follows: |
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. |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Report of the Directors |
for the Period 1 June 2022 to 31 December 2022 |
AUDITORS |
The auditors, Harris & Co Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
Independent Auditors' Report to the Members of |
Dual Seal Glass Holdings Limited |
Opinion |
We have audited the financial statements of Dual Seal Glass Holdings Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the period ended 31 December 2022 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the Group's and of the Parent Company affairs as at 31 December 2022 and of the Group's loss for the period then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the 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 Auditors' Report 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. |
Independent Auditors' Report to the Members of |
Dual Seal Glass Holdings Limited |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the 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. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 an Auditors' 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. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
Identifying and assessing potential risks related to irregularities |
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following: |
- Enquiring of management, including obtaining and reviewing supporting documentation, concerning the company's policies and procedures relating to: |
- Identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance; |
- Detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; |
- The internal controls established to mitigate risk related to fraud or non-compliance with laws & regulations; |
- Obtaining an understanding of the legal and regulatory frameworks that the company operates in, focusing on those laws and regulations that had a direct effect on the financial statements or that had a fundamental effect on the operations of the company. The key laws and regulations we considered in this context included the UK Companies Act, UK Generally Accepted Accounting Practice and tax legislation. |
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 Auditors' Report. |
Independent Auditors' Report to the Members of |
Dual Seal Glass Holdings Limited |
Audit response to risks identified |
Our procedures to respond to risks identified included the following: |
- Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with relevant laws and regulations; |
- Enquiring of management concerning actual and potential litigation and claims; |
- Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risk of material misstatement due to fraud; and |
- In addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing the judgements used in accounting estimates to assess whether these may be indicative of potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business. |
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. |
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 Auditors' 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. |
for and on behalf of |
Chartered Accountants & Statutory Auditor |
Marland House |
13 Huddersfield Road |
Barnsley |
South Yorkshire |
S70 2LW |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Consolidated |
Statement of Comprehensive |
Income |
for the Period 1 June 2022 to 31 December 2022 |
Period | Year Ended |
1/6/22 to 31/12/22 | 31/5/22 |
Notes | £ | £ | £ | £ |
TURNOVER | 10,768,674 | 16,629,758 |
Cost of sales | 6,918,451 | 10,373,108 |
GROSS PROFIT | 3,850,223 | 6,256,650 |
Distribution costs | 1,077,649 | 1,537,172 |
Administrative expenses | 2,783,890 | 4,280,582 |
3,861,539 | 5,817,754 |
(11,316 | ) | 438,896 |
Other operating income | 5,499 | 9,685 |
OPERATING (LOSS)/PROFIT | 6 | (5,817 | ) | 448,581 |
Interest payable and similar expenses | 7 | 23,953 | 46,926 |
(LOSS)/PROFIT BEFORE TAXATION | (29,770 | ) | 401,655 |
Tax on (loss)/profit | 8 | 30,201 | 76,159 |
(LOSS)/PROFIT FOR THE FINANCIAL PERIOD |
( |
) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
(59,971 |
) |
325,496 |
(Loss)/profit attributable to: |
Owners of the parent | (59,971 | ) | 325,496 |
Total comprehensive income attributable to: |
Owners of the parent | (59,971 | ) | 325,496 |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Consolidated Balance Sheet |
31 December 2022 |
2022 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 10 | 3,911,475 | 4,117,625 |
Investments | 11 | - | - |
3,911,475 | 4,117,625 |
CURRENT ASSETS |
Stocks | 12 | 854,692 | 1,146,292 |
Debtors | 13 | 3,993,585 | 3,819,859 |
Cash at bank and in hand | 528,914 | 770,857 |
5,377,191 | 5,737,008 |
CREDITORS |
Amounts falling due within one year | 14 | 2,025,484 | 2,417,228 |
NET CURRENT ASSETS | 3,351,707 | 3,319,780 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
7,263,182 |
7,437,405 |
CREDITORS |
Amounts falling due after more than one year |
15 |
(728,088 |
) |
(845,301 |
) |
PROVISIONS FOR LIABILITIES | 19 | (356,962 | ) | (354,001 | ) |
NET ASSETS | 6,178,132 | 6,238,103 |
CAPITAL AND RESERVES |
Called up share capital | 20 | 50,000 | 50,000 |
Retained earnings | 21 | 6,128,132 | 6,188,103 |
SHAREHOLDERS' FUNDS | 6,178,132 | 6,238,103 |
The financial statements were approved by the Board of Directors and authorised for issue on 2 November 2023 and were signed on its behalf by: |
Mr A Pollock - Director |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Company Balance Sheet |
31 December 2022 |
2022 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 10 |
Investments | 11 |
CURRENT ASSETS |
Debtors | 13 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 14 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
15 |
( |
) |
( |
) |
PROVISIONS FOR LIABILITIES | 19 | ( |
) | ( |
) |
NET LIABILITIES | ( |
) | ( |
) |
CAPITAL AND RESERVES |
Called up share capital | 20 |
Retained earnings | 21 | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
Company's loss for the financial year | (3,795 | ) | (1,806 | ) |
The financial statements were approved by the Board of Directors and authorised for issue on |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Consolidated Statement of Changes in Equity |
for the Period 1 June 2022 to 31 December 2022 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 June 2021 | 50,000 | 5,862,607 | 5,912,607 |
Changes in equity |
Total comprehensive income | - | 325,496 | 325,496 |
Balance at 31 May 2022 | 50,000 | 6,188,103 | 6,238,103 |
Changes in equity |
Total comprehensive income | - | (59,971 | ) | (59,971 | ) |
Balance at 31 December 2022 | 50,000 | 6,128,132 | 6,178,132 |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Company Statement of Changes in Equity |
for the Period 1 June 2022 to 31 December 2022 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 June 2021 | ( |
) | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 31 May 2022 | ( |
) | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 31 December 2022 | ( |
) | ( |
) |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Consolidated Cash Flow Statement |
for the Period 1 June 2022 to 31 December 2022 |
Period |
1/6/22 |
to | Year Ended |
31/12/22 | 31/5/22 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 152,375 | 1,108,490 |
Interest paid | (11,228 | ) | (13,796 | ) |
Interest element of hire purchase payments paid |
(12,725 |
) |
(33,130 |
) |
Tax paid | - | (65,479 | ) |
Net cash from operating activities | 128,422 | 996,085 |
Cash flows from investing activities |
Purchase of tangible fixed assets | (85,815 | ) | (419,148 | ) |
Sale of tangible fixed assets | - | 2,000 |
Net cash from investing activities | (85,815 | ) | (417,148 | ) |
Cash flows from financing activities |
Loan repayments in year | (60,976 | ) | (112,285 | ) |
Hire purchase borrowings/ (repayments) | (223,574 | ) | (381,649 | ) |
Amount introduced by directors | - | 132,000 |
Net cash from financing activities | (284,550 | ) | (361,934 | ) |
(Decrease)/increase in cash and cash equivalents | (241,943 | ) | 217,003 |
Cash and cash equivalents at beginning of period |
2 |
770,857 |
553,854 |
Cash and cash equivalents at end of period |
2 |
528,914 |
770,857 |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Cash Flow Statement |
for the Period 1 June 2022 to 31 December 2022 |
1. | RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
Period |
1/6/22 |
to | Year Ended |
31/12/22 | 31/5/22 |
£ | £ |
(Loss)/profit before taxation | (29,770 | ) | 401,655 |
Depreciation charges | 291,959 | 633,307 |
Profit on disposal of fixed assets | - | (2,000 | ) |
Finance costs | 23,953 | 46,926 |
286,142 | 1,079,888 |
Decrease/(increase) in stocks | 291,600 | (71,548 | ) |
(Increase)/decrease in trade and other debtors | (173,726 | ) | 300,769 |
Decrease in trade and other creditors | (251,641 | ) | (200,619 | ) |
Cash generated from operations | 152,375 | 1,108,490 |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Period ended 31 December 2022 |
31/12/22 | 1/6/22 |
£ | £ |
Cash and cash equivalents | 528,914 | 770,857 |
Year ended 31 May 2022 |
31/5/22 | 1/6/21 |
£ | £ |
Cash and cash equivalents | 770,857 | 553,854 |
3. | ANALYSIS OF CHANGES IN NET DEBT |
At 1/6/22 | Cash flow | At 31/12/22 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 770,857 | (241,943 | ) | 528,914 |
770,857 | (241,943 | ) | 528,914 |
Debt |
Finance leases | (668,656 | ) | 223,574 | (445,082 | ) |
Debts falling due within 1 year | (85,143 | ) | 27,143 | (58,000 | ) |
Debts falling due after 1 year | (482,500 | ) | 33,833 | (448,667 | ) |
(1,236,299 | ) | 284,550 | (951,749 | ) |
Total | (465,442 | ) | 42,607 | (422,835 | ) |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements |
for the Period 1 June 2022 to 31 December 2022 |
1. | STATUTORY INFORMATION |
Dual Seal Glass Holdings Limited is a |
The presentation and functional currency of the financial statements is the Pound Sterling (£). |
2. | STATEMENT OF COMPLIANCE |
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. |
3. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements. |
Going concern |
The impact of the COVID-19 pandemic, in conjunction with the United Kingdom's departure from the EU on 1 January 2021 and the related trade agreement are constantly monitored by the directors in order for the related risks to be managed swiftly and effectively. In addition, the impact of the recent developments in Ukraine are also being monitored. |
However, the Group is financially strong, with a balance sheet showing net assets of £6.18m. Accordingly, the directors have a reasonable expectation that the company has adequate financial resources to continue in operational existence for the foreseeable future and so the financial statements are prepared on a going concern basis. |
Basis of consolidation |
The financial statements incorporate the financial statements of the company and all group undertakings made up to 31 December 2022. |
A subsidiary is an entity controlled by the company. Control exists where the company has power, directly or indirectly to govern the operating policies of the entity so as to derive benefits from its activities. |
The consolidation of the subsidiary companies has been accounted for using the merger method of accounting as permitted by FRS 102. Assets and liabilities of the parties to the combination were not required to be adjusted to fair value. |
The results and cash flows of the combining entities were brought into the group financial statements from the beginning of the year in which the combination occurred. The comparative information for the previous year includes the results and cash flows for the combining entities for the previous reporting year end and their statements of financial position for the previous reporting date. |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements - continued |
for the Period 1 June 2022 to 31 December 2022 |
3. | ACCOUNTING POLICIES - continued |
Significant judgements and estimates |
Preparation of the financial statements requires management to make significant judgements and estimates that affect the amounts reported for assets and liabilities as at the balance sheet date and amounts reported for revenues and expenses during the year. |
The following judgements have had the most significant effect on amounts recognised in the financial statements: |
Useful economic lives and residual values of tangible fixed assets |
The directors regularly review the useful economic lives and residual values of tangible fixed assets based on their assessment of appropriate lives for similar asset classes, and estimated residual values at the end of their useful economic lives. |
Contract and warranty provisions |
The directors make appropriate provision for potential rectification or warranty costs. |
Turnover |
Turnover represents amounts earned on goods supplied during the year and derives from the provision of goods falling within the company's ordinary activities. Turnover is recognised at the point of despatch or when ready for despatch and the customer has requested a delay in delivery and agreed to be invoiced. |
Tangible fixed assets |
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is shorter. |
Freehold property | - Straight line over 3 - 15 years |
Plant and machinery | - Straight line over 3 - 12 years |
Fixtures and fittings | - Straight line over 2 - 15 years |
Motor vehicles | - Straight line over 4 years |
All fixed assets are initially recorded at cost. |
Government grants |
Government grants are recognised in accordance with the accrual model of Section 24 of FRS 102. |
Grants of a revenue nature are matched to their associated expenditure and recognised in the Statement of Comprehensive Income in the year in which they were borne. Grants of a capital nature are initially deferred and released into the Statement of Comprehensive Income in line with the depreciation policy of the class of asset the grant is awarded for. |
Stocks |
Stocks and work in progress are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Cost is calculated using the first-in, first-out method and includes all purchase, transport, and handling costs in bringing stocks to their present location and condition. |
Financial instruments |
The Group has adopted the provisions set out in sections 11 and 12 of FRS 102 in the recognition and measurement of financial instruments. All financial instruments are initially measured at the original transaction price, less associated costs. For subsequent measurement, basic financial instruments are measured at amortised cost in accordance with section 11 of FRS 102. Other financial instruments that are not considered basic and that are material to the financial statements are measured at fair value through profit or loss in accordance with section 12 of FRS 102. |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements - continued |
for the Period 1 June 2022 to 31 December 2022 |
3. | ACCOUNTING POLICIES - continued |
Taxation |
Taxation for the period comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Hire purchase and leasing commitments |
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter. |
The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability. |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
4. | EMPLOYEES AND DIRECTORS |
Period |
1/6/22 |
to | Year Ended |
31/12/22 | 31/5/22 |
£ | £ |
Wages and salaries | 2,708,486 | 4,221,601 |
Social security costs | 246,259 | 372,742 |
Other pension costs | 61,198 | 129,509 |
3,015,943 | 4,723,852 |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements - continued |
for the Period 1 June 2022 to 31 December 2022 |
4. | EMPLOYEES AND DIRECTORS - continued |
The average number of employees during the period was as follows: |
Period |
1/6/22 |
to | Year Ended |
31/12/22 | 31/5/22 |
Production and distribution | 104 | 105 |
Administrative | 34 | 35 |
The average number of employees by undertakings that were proportionately consolidated during the period was 138 (2022 - 140 ) . |
5. | DIRECTORS' EMOLUMENTS |
Period |
1/6/22 |
to | Year Ended |
31/12/22 | 31/5/22 |
£ | £ |
Directors' remuneration | 91,067 | 146,457 |
Directors' pension contributions to money purchase schemes | 7,056 | 31,474 |
The number of directors to whom retirement benefits were accruing was as follows: |
Money purchase schemes | 2 | 3 |
6. | OPERATING (LOSS)/PROFIT |
The operating loss (2022 - operating profit) is stated after charging/(crediting): |
Period |
1/6/22 |
to | Year Ended |
31/12/22 | 31/5/22 |
£ | £ |
Other operating leases | 113,328 | 194,276 |
Depreciation - owned assets | 187,190 | 312,659 |
Depreciation - assets on hire purchase contracts | 104,769 | 320,647 |
Profit on disposal of fixed assets | - | (2,000 | ) |
Auditors' remuneration - audit |
of the financial statements | 13,600 | 12,500 |
Other non- audit services | 2,500 | 2,500 |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements - continued |
for the Period 1 June 2022 to 31 December 2022 |
7. | INTEREST PAYABLE AND SIMILAR EXPENSES |
Period |
1/6/22 |
to | Year Ended |
31/12/22 | 31/5/22 |
£ | £ |
Bank loan interest | 11,228 | 13,796 |
Hire purchase interest | 12,725 | 33,130 |
23,953 | 46,926 |
8. | TAXATION |
Analysis of the tax charge |
The tax charge on the loss for the period was as follows: |
Period |
1/6/22 |
to | Year Ended |
31/12/22 | 31/5/22 |
£ | £ |
Current tax: |
UK corporation tax | 27,240 | 95,733 |
Deferred tax | 2,961 | (19,574 | ) |
Tax on (loss)/profit | 30,201 | 76,159 |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the period is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
Period |
1/6/22 |
to | Year Ended |
31/12/22 | 31/5/22 |
£ | £ |
(Loss)/profit before tax | (29,770 | ) | 401,655 |
(Loss)/profit multiplied by the standard rate of corporation tax in the UK of 19 % (2022 - 19 %) |
(5,656 |
) |
76,314 |
Effects of: |
Expenses not deductible for tax purposes | 2,018 | 26,535 |
Income not taxable for tax purposes | - | (380 | ) |
Capital allowances in excess of depreciation | - | (7,336 | ) |
Depreciation in excess of capital allowances | 30,878 | - |
Adjustments to tax charge in respect of previous periods | - | 600 |
Deferred tax | 2,961 | (19,574 | ) |
Total tax charge | 30,201 | 76,159 |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements - continued |
for the Period 1 June 2022 to 31 December 2022 |
9. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
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. |
10. | TANGIBLE FIXED ASSETS |
Group |
Freehold |
and long |
leasehold | Short | Plant and |
property | leasehold | machinery |
£ | £ | £ |
COST |
At 1 June 2022 | 2,286,500 | 201,178 | 6,584,318 |
Additions | - | - | 81,258 |
Disposals | - | - | (402,906 | ) |
At 31 December 2022 | 2,286,500 | 201,178 | 6,262,670 |
DEPRECIATION |
At 1 June 2022 | 459,900 | 201,178 | 4,322,527 |
Charge for period | 54,174 | - | 230,175 |
Eliminated on disposal | - | - | (402,900 | ) |
At 31 December 2022 | 514,074 | 201,178 | 4,149,802 |
NET BOOK VALUE |
At 31 December 2022 | 1,772,426 | - | 2,112,868 |
At 31 May 2022 | 1,826,600 | - | 2,261,791 |
Fixtures |
and | Motor |
fittings | vehicles | Totals |
£ | £ | £ |
COST |
At 1 June 2022 | 312,494 | 2,000 | 9,386,490 |
Additions | 4,557 | - | 85,815 |
Disposals | (198,395 | ) | - | (601,301 | ) |
At 31 December 2022 | 118,656 | 2,000 | 8,871,004 |
DEPRECIATION |
At 1 June 2022 | 284,218 | 1,042 | 5,268,865 |
Charge for period | 7,318 | 292 | 291,959 |
Eliminated on disposal | (198,395 | ) | - | (601,295 | ) |
At 31 December 2022 | 93,141 | 1,334 | 4,959,529 |
NET BOOK VALUE |
At 31 December 2022 | 25,515 | 666 | 3,911,475 |
At 31 May 2022 | 28,276 | 958 | 4,117,625 |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements - continued |
for the Period 1 June 2022 to 31 December 2022 |
10. | TANGIBLE FIXED ASSETS - continued |
Group |
Fixed assets, included in the above, which are held under hire purchase contracts are as follows: |
Fixtures |
Plant and | and |
machinery | fittings | Totals |
£ | £ | £ |
COST |
At 1 June 2022 | 1,845,682 | 47,282 | 1,892,964 |
Transfer to ownership | (311,456 | ) | (47,282 | ) | (358,738 | ) |
At 31 December 2022 | 1,534,226 | - | 1,534,226 |
DEPRECIATION |
At 1 June 2022 | 700,010 | 23,641 | 723,651 |
Charge for period | 104,769 | - | 104,769 |
Transfer to ownership | (299,706 | ) | (23,641 | ) | (323,347 | ) |
At 31 December 2022 | 505,073 | - | 505,073 |
NET BOOK VALUE |
At 31 December 2022 | 1,029,153 | - | 1,029,153 |
At 31 May 2022 | 1,145,672 | 23,641 | 1,169,313 |
Company |
Freehold |
and long | Fixtures |
leasehold | Plant and | and | Motor |
property | machinery | fittings | vehicles | Totals |
£ | £ | £ | £ | £ |
COST |
At 1 June 2022 |
and 31 December 2022 |
DEPRECIATION |
At 1 June 2022 |
Charge for period |
At 31 December 2022 |
NET BOOK VALUE |
At 31 December 2022 |
At 31 May 2022 |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements - continued |
for the Period 1 June 2022 to 31 December 2022 |
10. | TANGIBLE FIXED ASSETS - continued |
Company |
Fixed assets, included in the above, which are held under hire purchase contracts are as follows: |
Plant and |
machinery |
£ |
COST |
At 1 June 2022 |
Transfer to ownership | (231,473 | ) |
At 31 December 2022 |
DEPRECIATION |
At 1 June 2022 |
Charge for period |
Transfer to ownership | (219,723 | ) |
At 31 December 2022 |
NET BOOK VALUE |
At 31 December 2022 |
At 31 May 2022 |
11. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£ |
COST |
At 1 June 2022 |
and 31 December 2022 |
NET BOOK VALUE |
At 31 December 2022 |
At 31 May 2022 |
The Group or the Company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiary |
Registered office: 403 Leeds Road, Huddersfield, Yorkshire, HD2 1XU |
Nature of business: |
% |
Class of shares: | holding |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements - continued |
for the Period 1 June 2022 to 31 December 2022 |
12. | STOCKS |
Group |
2022 | 2022 |
£ | £ |
Raw materials | 388,921 | 503,790 |
Work-in-progress | 72,558 | 61,724 |
Finished goods | 393,213 | 580,778 |
854,692 | 1,146,292 |
13. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2022 | 2022 | 2022 | 2022 |
£ | £ | £ | £ |
Trade debtors | 3,702,028 | 3,533,912 |
Other debtors | 123,834 | 105,634 |
VAT | - | - |
Prepayments and accrued income | 167,723 | 180,313 |
3,993,585 | 3,819,859 |
14. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2022 | 2022 | 2022 | 2022 |
£ | £ | £ | £ |
Bank loans and overdrafts (see note 16) | 58,000 | 85,143 |
Hire purchase contracts (see note 17) | 165,661 | 305,855 |
Trade creditors | 787,019 | 1,243,839 |
Amounts owed to group undertakings | - | - |
Corporation tax | 122,373 | 95,133 |
Social security and other taxes | 109,894 | 108,246 |
VAT | 481,268 | 250,685 | - | - |
Other creditors | 58,492 | 46,102 |
Accruals and deferred income | 242,777 | 282,225 |
2,025,484 | 2,417,228 |
15. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group | Company |
2022 | 2022 | 2022 | 2022 |
£ | £ | £ | £ |
Bank loans (see note 16) | 448,667 | 482,500 |
Hire purchase contracts (see note 17) | 279,421 | 362,801 |
728,088 | 845,301 |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements - continued |
for the Period 1 June 2022 to 31 December 2022 |
16. | LOANS |
An analysis of the maturity of loans is given below: |
Group |
2022 | 2022 |
£ | £ |
Amounts falling due within one year or | on demand: |
Bank loans | 58,000 | 85,143 |
Amounts falling due between one and | two years: |
Bank loans - 1-2 years | 58,000 | 58,000 |
Amounts falling due between two and | five years: |
Bank loans - 2-5 years | 174,000 | 174,000 |
Amounts falling due in more than five | years: |
Repayable by instalments |
Bank loans more than 5 years |
by instalments | 216,667 | 250,500 |
216,667 | 250,500 |
17. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Hire purchase contracts |
2022 | 2022 |
£ | £ |
Net obligations repayable: |
Within one year | 165,661 | 305,855 |
Between one and five years | 279,421 | 362,801 |
445,082 | 668,656 |
Company |
Hire purchase contracts |
2022 | 2022 |
£ | £ |
Net obligations repayable: |
Within one year |
Between one and five years |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements - continued |
for the Period 1 June 2022 to 31 December 2022 |
17. | LEASING AGREEMENTS - continued |
Group |
Non-cancellable | operating leases |
2022 | 2022 |
£ | £ |
Within one year | 301,494 | 355,094 |
Between one and five years | 861,151 | 851,074 |
In more than five years | 472,182 | 587,263 |
1,634,827 | 1,793,431 |
18. | SECURED DEBTS |
The following secured debts are included within creditors: |
Group |
2022 | 2022 |
£ | £ |
Bank loans | 506,667 | 567,643 |
Hire purchase contracts | 445,082 | 668,656 |
951,749 | 1,236,299 |
Bank loans are secured by a legal charge over an Industrial Unit at Red Doles Industrial Estate, Leeds Road, Huddersfield, dated 30/09/20 as well as Dunn & Mills Business Park at Red Doles Lane, Huddersfield dated 30/09/20 and are repayable by instalments with interest charged at 2-3% above the National Westminster Bank plc base rate. |
The mortgage debenture is secured by a debenture charge over all the assets of the company and is dated 30/08/2019. |
Hire purchase borrowings are secured over the group assets to which they relate. |
19. | PROVISIONS FOR LIABILITIES |
Group | Company |
2022 | 2022 | 2022 | 2022 |
£ | £ | £ | £ |
Deferred tax |
Accelerated capital allowances | 356,962 | 354,001 |
Group |
Deferred |
tax |
£ |
Balance at 1 June 2022 | 354,001 |
Charge to Statement of Comprehensive Income during period | 2,961 |
Balance at 31 December 2022 | 356,962 |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements - continued |
for the Period 1 June 2022 to 31 December 2022 |
19. | PROVISIONS FOR LIABILITIES - continued |
Company |
Deferred |
tax |
£ |
Balance at 1 June 2022 |
Credit to Statement of Comprehensive Income during period | ( |
) |
Balance at 31 December 2022 |
20. | CALLED UP SHARE CAPITAL |
Allotted and issued: |
Number: | Class: | Nominal value: | 2022 | 2021 |
25,000 | Ordinary A | £1 | 25,000 | 25,000 |
12,500 | Ordinary B | £1 | 12,500 | 12,500 |
12,500 | Ordinary C | £1 | 12,500 | 12,500 |
All classes of share capital rank pari passu with each other and all carry full voting and distribution rights. |
21. | RESERVES |
Group |
Retained |
earnings |
£ |
At 1 June 2022 | 6,188,103 |
Deficit for the period | (59,971 | ) |
At 31 December 2022 | 6,128,132 |
Company |
Retained |
earnings |
£ |
At 1 June 2022 | ( |
) |
Deficit for the period | ( |
) |
At 31 December 2022 | ( |
) |
22. | ULTIMATE PARENT COMPANY |
The ultimate parent company is regarded by the directors as being AEQUITA Management SE, a company incorporated in Germany and whose consolidated accounts also include the current period results of the Dual Seal Glass Holdings Limited Group. |
Dual Seal Glass Holdings Limited (Registered number: 11977992) |
Notes to the Consolidated Financial Statements - continued |
for the Period 1 June 2022 to 31 December 2022 |
23. | CONTINGENT LIABILITIES |
In the period the directors have identified a potential issue with a specific type of product previously supplied. Based on the information available to the directors at the date of authorising the accounts, it is impracticable to estimate the financial effect, the amount or timing of any outflows as well as the possibility of any reimbursement. |
24. | CAPITAL COMMITMENTS |
2022 | 2022 |
£ | £ |
Contracted but not provided for in the |
financial statements | 112,000 | - |
25. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
The following advances and credits to a director subsisted during the period ended 31 December 2022 and the year ended 31 May 2022: |
2022 | 2022 |
£ | £ |
Mr N D Meredith |
Balance outstanding at start of period | - | 132,000 |
Amounts advanced | - | 80,000 |
Amounts repaid | - | (212,000 | ) |
Amounts written off | - | - |
Amounts waived | - | - |
Balance outstanding at end of period | - | - |
26. | RELATED PARTY DISCLOSURES |
Entities with control, joint control or significant influence over the entity |
2022 | 2022 |
£ | £ |
Purchases | 351,937 | 267,959 |
Amount due from related party | 100,000 | 100,000 |
Other related parties |
2022 | 2022 |
£ | £ |
Sales | 4,885 | - |
During the period, a total of key management personnel compensation of £ 98,123 (2022 - £ 177,931 ) was paid. |
27. | ULTIMATE CONTROLLING PARTY |
The ultimate controlling party of the Group is C Himmel and A Geuer. |