Company registration number 13485783 (England and Wales)
SHANNON HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
SHANNON HOLDINGS LIMITED
COMPANY INFORMATION
Directors
G Gilsenan
M Mugford
Company number
13485783
Registered office
Units 1-3, Shannon Industrial Estate
Lodge Road
Elworth
Sandbach
Cheshire
CW11 3HP
Auditor
Champion Accountants LLP
1 Worsley Court
High Street
Worsley
Manchester
M28 3NJ
SHANNON HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Independent auditor's report
3 - 5
Group statement of comprehensive income
6
Group balance sheet
7
Company balance sheet
8
Group statement of changes in equity
9
Company statement of changes in equity
10
Group statement of cash flows
11
Notes to the financial statements
12 - 29
SHANNON HOLDINGS LIMITED
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

Shannon Holdings Limited, headquartered in Sandbach, England, with branches in Basingstoke and Armagh, Northern Ireland.

Throughout the year, the group continued its primary operations, focusing on supplying precast and construction accessories. The group maintains an extensive range of industry related products at all three branches and has established partnerships with several leading global manufacturers, securing exclusive supply arrangements with some for the UK and Ireland.

Results and performance

The results of the group for the year are in line with the Board of Director's forecasts with turnover of £26,374,060 and net profit of £1,823,140. Shareholders funds total £6,088,668 at the balance sheet date.

Business environment

The group operates in an economic landscape characterised by persistent uncertainty, particularly within its primary markets. Nevertheless, the gain of recent contracts has provided a significant uplift to anticipated future sales and profitability, offering promising prospects ahead. The management's primary focus is directed towards discovering fresh market opportunities for expansion.

Strategy

To sustain growth, the group plans to introduce new and innovative products, diversify its product portfolio within different segments of the construction market, secure new business opportunities to boost future sales and profitability, and further cultivate relationships with both existing and new suppliers to maintain exclusive product supply across the UK and Ireland.

Principal risks, financial risks and uncertainties

In the course of its operations, the group encounters relatively modest levels of financial risks. To maintain its continuous success, the group must take proactive measures to reduce its exposure, regularly evaluate the creditworthiness of both new and existing customers, and remain compliant with evolving legislative and regulatory mandates.

The group administers the primary financial risk following guidelines and operational boundaries endorsed by the Board of Directors. The group refrains from engaging in speculative transactions. It mitigates foreign exchange rate risks by engaging in forward currency purchases, with daily monitoring to secure optimal rates.

 

On a monthly basis, the directors scrutinise management accounts, assess the business's overall health, and evaluate potential external factors that could influence future operations. Key performance indicators , including turnover and gross margins, are reviewed comprehensively, both as consolidated figures and broken down by branch.

Key performance indicators

The directors review the management accounts, health of the business and any external impacts that may impact the business moving forward on a monthly basis. The directors review performance indicators such as turnover, gross margins. All KPIs are reviewed as consolidated accounts and also broken down by branch.

On behalf of the board

M Mugford
Director
2 November 2023
SHANNON HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -

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 6.

Ordinary dividends were paid amounting to £75,000. 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:

G Gilsenan
M Mugford
Statement of directors' responsibilities

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.

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 Mugford
Director
2 November 2023
SHANNON HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SHANNON HOLDINGS LIMITED
- 3 -
Opinion

We have audited the financial statements of Shannon Holdings 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:

SHANNON HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SHANNON HOLDINGS LIMITED
- 4 -
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.

As part of our planning process:

 

- We enquired of management the systems and controls the company has in place, the areas of the financial statements that are mostly susceptible to the risk of irregularities and fraud, and whether there was any known, suspected or alleged fraud. The company did not inform us of any known, suspected or alleged fraud.

- We obtained an understanding of the legal and regulatory frameworks applicable to the company. We determined that the following were most relevant: FRS 102 and Companies Act 2006.

- We considered the incentives and opportunities that exist in the company, including the extent of management bias, which present a potential for irregularities and fraud to be perpetuated, and tailored our risk assessment

accordingly.

- Using our knowledge of the company, together with the discussions held with the company at the planning stage, we formed a conclusion on the risk of misstatement due to irregularities including fraud and tailored our procedures according to this risk assessment.

SHANNON HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SHANNON HOLDINGS LIMITED
- 5 -

The key procedures we undertook to detect irregularities including fraud during the course of the audit included:

 

- Identifying and testing journal entries and the overall accounting records, in particular those that were significant and unusual.

- Reviewing the financial statement disclosures and determining whether accounting policies have been appropriately applied.

- Reviewing and challenging the assumptions and judgements used by management in their significant accounting estimates, in particular in relation to stock valuations, depreciation methods & cut-off.

- Assessing the extent of compliance, or lack of, with the relevant laws and regulations.

- Testing key revenue lines, in particular cut-off, for evidence of management bias.

- Performing a physical verification of key assets.

- Obtaining third-party confirmation of material bank balances.

- Documenting and verifying all significant related party balances and transactions.

There are inherent limitations in the audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. The risk of not detecting a material misstatement resulting from fraud is higher than one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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.

Mark Turner FCA (Senior Statutory Auditor)
For and on behalf of Champion Accountants LLP
2 November 2023
Chartered Accountants
Statutory Auditor
1 Worsley Court
High Street
Worsley
Manchester
M28 3NJ
SHANNON HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022
- 6 -
2022
2021
Notes
£
£
Turnover
5
26,374,060
-
Cost of sales
(18,997,018)
-
0
Gross profit
7,377,042
-
Administrative expenses
(5,036,319)
-
0
Operating profit
6
2,340,723
-
Interest payable and similar expenses
10
(156,181)
-
0
Profit before taxation
2,184,542
-
Tax on profit
11
(361,402)
-
0
Profit for the financial year
26
1,823,140
-
0
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.
SHANNON HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2022
31 December 2022
- 7 -
2022
2021
Notes
£
£
£
£
Fixed assets
Goodwill
13
129,008
-
0
Tangible assets
14
1,120,646
-
0
1,249,654
-
Current assets
Stocks
17
6,333,996
-
Debtors
18
6,184,631
100
Cash at bank and in hand
1,001,110
-
13,519,737
100
Creditors: amounts falling due within one year
19
(8,102,134)
-
Net current assets
5,417,603
100
Total assets less current liabilities
6,667,257
100
Creditors: amounts falling due after more than one year
20
(438,636)
-
Provisions for liabilities
Deferred tax liability
23
139,953
-
0
(139,953)
-
Net assets
6,088,668
100
Capital and reserves
Called up share capital
25
116
100
Merger reserve
26
4,340,412
-
0
Profit and loss reserves
26
1,748,140
-
Total equity
6,088,668
100
The financial statements were approved by the board of directors and authorised for issue on 2 November 2023 and are signed on its behalf by:
02 November 2023
G Gilsenan
M Mugford
Director
Director
Company registration number 13485783 (England and Wales)
SHANNON HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2022
31 December 2022
- 8 -
2022
2021
Notes
£
£
£
£
Fixed assets
Investments
15
4,380,428
-
0
Current assets
Debtors
18
25,100
100
Creditors: amounts falling due within one year
19
(40,000)
-
Net current (liabilities)/assets
(14,900)
100
Net assets
4,365,528
100
Capital and reserves
Called up share capital
25
116
100
Merger reserve
26
4,340,412
-
0
Profit and loss reserves
26
25,000
-
Total equity
4,365,528
100

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 £100,000 (2021 - £0 profit).

The financial statements were approved by the board of directors and authorised for issue on 2 November 2023 and are signed on its behalf by:
02 November 2023
G Gilsenan
M Mugford
Director
Director
Company registration number 13485783 (England and Wales)
SHANNON HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
- 9 -
Share capital
Merger reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 30 June 2021
-
0
-
-
0
-
Year ended 31 December 2021:
Profit and total comprehensive income
-
-
-
-
Issue of share capital
25
100
-
-
100
Balance at 31 December 2021
100
-
-
0
100
Year ended 31 December 2022:
Profit and total comprehensive income
-
-
1,823,140
1,823,140
Issue of share capital
25
16
-
-
16
Dividends
12
-
-
(75,000)
(75,000)
Transfers
-
4,340,412
-
4,340,412
Balance at 31 December 2022
116
4,340,412
1,748,140
6,088,668
SHANNON HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
- 10 -
Share capital
Merger reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 30 June 2021
-
0
-
-
0
-
Year ended 31 December 2021:
Profit and total comprehensive income for the year
-
-
-
-
0
Issue of share capital
25
100
-
-
100
Balance at 31 December 2021
100
-
-
0
100
Year ended 31 December 2022:
Profit and total comprehensive income
-
-
100,000
100,000
Issue of share capital
25
16
-
-
16
Dividends
12
-
-
(75,000)
(75,000)
Transfers
-
4,340,412
-
4,340,412
Balance at 31 December 2022
116
4,340,412
25,000
4,365,528
SHANNON HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 11 -
2022
2021
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
1
2,634,787
(100)
Interest paid
(156,181)
-
0
Income taxes paid
(935,567)
-
0
Net cash inflow/(outflow) from operating activities
1,543,039
(100)
Investing activities
Purchase of business
136,788
-
Purchase of tangible fixed assets
(1,472,392)
-
Proceeds from disposal of tangible fixed assets
1,092,827
-
Repayment of loans
(31,832)
-
Net cash used in investing activities
(274,609)
-
Financing activities
Proceeds from issue of shares
-
100
Repayment of borrowings
(743,089)
-
Repayment of bank loans
525,000
-
Payment of finance leases obligations
25,769
-
Dividends paid to equity shareholders
(75,000)
-
0
Net cash (used in)/generated from financing activities
(267,320)
100
Net increase in cash and cash equivalents
1,001,110
-
Cash and cash equivalents at beginning of year
-
0
-
0
Cash and cash equivalents at end of year
1,001,110
-
0
SHANNON HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 12 -
1
Cash generated from/(absorbed by) group operations
2022
2021
£
£
Profit for the year after tax
1,823,140
-
Adjustments for:
Taxation charged
361,402
-
0
Finance costs
156,181
-
0
Gain on disposal of tangible fixed assets
(20,578)
-
Amortisation and impairment of intangible assets
(39,023)
-
Depreciation and impairment of tangible fixed assets
262,293
-
Movements in working capital:
Increase in stocks
(1,906,372)
-
Decrease/(increase) in debtors
851,348
(100)
Increase in creditors
1,146,396
-
Cash generated from/(absorbed by) operations
2,634,787
(100)
2
Analysis of changes in net debt - group
2022
£
Opening net debt
Changes in net debt arising from:
Cash flows of the entity
1,193,430
Other non-cash changes
(823,298)
Closing net funds/(debt) as analysed below
370,132
Closing net funds/(debt)
Cash and cash equivalents
1,001,110
Loans
(525,000)
Obligations under finance leases
(105,978)
370,132
SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 13 -
3
Accounting policies
Company information

Shannon Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Units 1-3, Shannon Industrial Estate, Lodge Road, Elworth, Sandbach, Cheshire, CW11 3HP.

 

The group consists of Shannon Holdings Limited and all of its 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, [modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value]. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

 

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.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Accounting policies
(Continued)
- 14 -
3.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Shannon Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

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.

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

 

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

 

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

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 is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Accounting policies
(Continued)
- 15 -
3.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is ten years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

3.7
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:

Leasehold land and buildings
Over the term of the lease
Plant and equipment
25% reducing balance
Fixtures and fittings
25% reducing balance
Motor vehicles
25% reducing balance

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.

3.8
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities 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.

SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Accounting policies
(Continued)
- 16 -

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

 

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

 

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

3.9
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible 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.

SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Accounting policies
(Continued)
- 17 -
3.10
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

3.11
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.

3.12
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.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Accounting policies
(Continued)
- 18 -
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.

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.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Accounting policies
(Continued)
- 19 -
Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

3.13
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

3.14
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.

3.15
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.

3.16
Retirement benefits

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

SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Accounting policies
(Continued)
- 20 -
3.17
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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.

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.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

5
Turnover
2022
2021
£
£
Turnover analysed by class of business
Sales of goods
26,374,060
-
6
Operating profit
2022
2021
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange gains
(18,677)
-
Depreciation of owned tangible fixed assets
262,293
-
Profit on disposal of tangible fixed assets
(20,578)
-
Amortisation of intangible assets
(39,023)
-
Operating lease charges
329,474
-
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 company's subsidiaries
15,400
-
SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 21 -
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
Directors
2
2
2
2
Administrative staff
69
-
-
-
Total
71
2
2
2

Their aggregate remuneration comprised:

Group
Company
2022
2021
2022
2021
£
£
£
£
Wages and salaries
2,958,734
-
0
-
0
-
0
Social security costs
287,334
-
-
-
Pension costs
63,034
-
0
-
0
-
0
3,309,102
-
0
-
0
-
0
9
Directors' remuneration
2022
2021
£
£
Remuneration for qualifying services
300,000
-
Company pension contributions to defined contribution schemes
27,321
-
327,321
-
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2022
2021
£
£
Remuneration for qualifying services
150,000
-
Company pension contributions to defined contribution schemes
14,321
-
SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 22 -
10
Interest payable and similar expenses
2022
2021
£
£
Interest on bank overdrafts and loans
29,208
-
Interest on invoice finance arrangements
119,444
-
0
Interest on finance leases and hire purchase contracts
7,529
-
Total finance costs
156,181
-
0
11
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
314,667
-
0
Deferred tax
Origination and reversal of timing differences
46,735
-
0
Total tax charge
361,402
-
0

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

2022
2021
£
£
Profit before taxation
2,184,542
-
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
415,063
-
Tax effect of expenses that are not deductible in determining taxable profit
(19,732)
-
0
Tax effect of income not taxable in determining taxable profit
(26,332)
-
0
Amortisation on assets not qualifying for tax allowances
(7,597)
-
0
Taxation charge
361,402
-
12
Dividends
2022
2021
Recognised as distributions to equity holders:
£
£
Final paid
75,000
-
SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 23 -
13
Intangible fixed assets
Group
Goodwill
Negative goodwill
Total
£
£
£
Cost
At 1 January 2022
-
0
-
0
-
0
Additions - separately acquired
141,880
(53,815)
88,065
Additions - business combinations
4,800
-
0
4,800
At 31 December 2022
146,680
(53,815)
92,865
Amortisation and impairment
At 1 January 2022
-
0
-
0
-
0
Amortisation charged for the year
14,792
(53,815)
(39,023)
Transfers
2,880
-
0
2,880
At 31 December 2022
17,672
(53,815)
(36,143)
Carrying amount
At 31 December 2022
129,008
-
0
129,008
At 31 December 2021
-
0
-
0
-
0
The company had no intangible fixed assets at 31 December 2022 or 31 December 2021.
14
Tangible fixed assets
Group
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2022
-
0
-
0
-
0
-
0
-
0
Additions
-
0
87,859
43,330
418,142
549,331
Business combinations
44,905
735,352
258,224
867,376
1,905,857
Disposals
-
0
-
0
-
0
(125,690)
(125,690)
Transfers
-
0
-
0
23,374
166,689
190,063
At 31 December 2022
44,905
823,211
324,928
1,326,517
2,519,561
Depreciation and impairment
At 1 January 2022
-
0
-
0
-
0
-
0
-
0
Depreciation charged in the year
4,865
79,192
40,284
137,952
262,293
Eliminated in respect of disposals
-
0
-
0
-
0
(73,379)
(73,379)
Transfers
17,963
489,314
131,772
570,952
1,210,001
At 31 December 2022
22,828
568,506
172,056
635,525
1,398,915
Carrying amount
At 31 December 2022
22,077
254,705
152,872
690,992
1,120,646
SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
14
Tangible fixed assets
(Continued)
- 24 -
The company had no tangible fixed assets at 31 December 2022 or 31 December 2021.
15
Fixed asset investments
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Investments in subsidiaries
16
-
0
-
0
4,380,428
-
0
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2022
-
Additions
4,380,428
At 31 December 2022
4,380,428
Carrying amount
At 31 December 2022
4,380,428
At 31 December 2021
-
16
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
Euro Accessories Limited
England & Wales
Ordinary
100.00
Euro Manufacturing Ltd
England & wales
Ordinary
100.00
Straight 2 Site Ltd
England & Wales
Ordinary
100.00
Whiterock Construction Products Ltd
England & Wales
Ordinary
100.00
Euro Accessories Sales Limited
Republic of Ireland
Ordinary
100.00
17
Stocks
Group
Company
2022
2021
2022
2021
£
£
£
£
Finished goods and goods for resale
6,333,996
-
0
-
0
-
0
SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 25 -
18
Debtors
Group
Company
2022
2021
2022
2021
Amounts falling due within one year:
£
£
£
£
Trade debtors
5,532,780
-
0
-
0
-
0
Other debtors
99,177
100
25,100
100
Prepayments and accrued income
552,674
-
0
-
0
-
0
6,184,631
100
25,100
100
19
Creditors: amounts falling due within one year
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Bank loans
21
150,000
-
0
-
0
-
0
Obligations under finance leases
22
42,342
-
0
-
0
-
0
Trade creditors
2,075,007
-
0
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
40,000
-
0
Corporation tax payable
313,905
-
0
-
0
-
0
Other taxation and social security
1,139,904
-
-
-
Other creditors
3,870,158
-
0
-
0
-
0
Accruals and deferred income
510,818
-
0
-
0
-
0
8,102,134
-
40,000
-
0

Obligations under finance leases and hire purchase contracts are secured against the assets concerned.

 

Included within other creditors is a balance of £3,508,387 (2021: £NIL) due to RBS Invoice Finance Limited which is secured by a fixed and floating charge over the group's assets.

20
Creditors: amounts falling due after more than one year
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Bank loans and overdrafts
21
375,000
-
0
-
0
-
0
Obligations under finance leases
22
63,636
-
0
-
0
-
0
438,636
-
-
-

Obligations under finance leases and hire purchase contracts are secured against the assets concerned.

SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 26 -
21
Loans and overdrafts
Group
Company
2022
2021
2022
2021
£
£
£
£
Bank loans
525,000
-
0
-
0
-
0
Payable within one year
150,000
-
0
-
0
-
0
Payable after one year
375,000
-
0
-
0
-
0
22
Finance lease obligations
Group
Company
2022
2021
2022
2021
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
42,342
-
0
-
0
-
0
In two to five years
63,636
-
0
-
0
-
0
105,978
-
-
-
23
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
139,953
-
The company has no deferred tax assets or liabilities.
Group
Company
2022
2022
Movements in the year:
£
£
Asset at 1 January 2022
-
-
Charge to profit or loss
46,735
-
Other
93,218
-
Liability at 31 December 2022
139,953
-
SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 27 -
24
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
63,034
-

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.

25
Share capital
Group and company
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of 0.1p each
116,000
100,000
116
100
26
Reserves
Profit and loss reserves

This reserve records retained earnings and accumulated losses.

Merger reserve

Merger reserve represents the difference between the value of shares issued by the company in exchange for the value of shares acquired in respect of the acquisition of subsidiaries.

SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 28 -
27
Acquisition of a business

On 1 January 2022 the group acquired 100% of the issued capital of Euro Accessories Limited, Euro Manufacturing Ltd, Straight 2 Site Ltd (registered in England and Wales) and Euro Accessories Sales Ltd (registered in Ireland), by way of a share exchange transaction. The subsidiaries were existing companies previously owned by directors of Shannon Holdings Limited. The share exchange transaction results in a merger reserve, representing the difference between the value of the shares issued by the company and the total net assets of the subsidiaries at acquisition.

 

On 1 February 2022, the group acquired 100% of the issued share capital of Whiterock Construction Products Ltd, for a cash consideration of £40,000.

Book Value
Adjustments
Fair Value
Net assets acquired
£
£
£
Intangible fixed assets
1,920
-
1,920
Tangible fixed assets
982,796
-
982,796
Stocks
4,427,624
-
4,427,624
Trade and other debtors
7,004,047
-
7,004,047
Cash and cash equivalents
176,788
-
176,788
Borrowings
(743,089)
-
(743,089)
Obligations under finance leases
(80,209)
-
(80,209)
Trade and other creditors
(6,449,491)
-
(6,449,491)
Tax liabilities
(934,805)
-
(934,805)
Deferred tax
(93,218)
-
(93,218)
Total identifiable net assets
4,292,363
-
4,292,363
Goodwill
88,065
Total consideration
4,380,428
The consideration was satisfied by:
£
Cash
40,000
Share exchange
16
Merger relief
4,340,412
4,380,428
Contribution by the acquired business for the reporting period included in the group statement of comprehensive income since acquisition:
£
Turnover
26,374,060
Profit after tax
1,823,140
SHANNON HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 29 -
28
Contingent liabilities

Euro Accessories Limited, a subsidiary undertaking of the group, has given a cross guarantee amounting to £820,000 as security for loans taken out with the Royal Bank of Scotland by Shannon Properties Limited, a company controlled by common directors and shareholders.

29
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2022
2021
2022
2021
£
£
£
£
Within one year
244,202
-
-
-
Between two and five years
211,552
-
-
-
455,754
-
-
-
30
Related party transactions

The company has taken advantage of FRS 102 paragraph 33.1A available to companies producing consolidated group financial statements and chosen not to disclose related party transactions within the group for 100% owned subsidiaries.

 

During the year, the group paid rent, rates, service charges and insurance charges of £141,050 (2021 - £NIL) to Shannon Properties Limited, a company with common directors and shareholders. During the year, the group also sold goods of £486 (2021: £NIL) to Shannon Properties Limited. At the year end, included within trade creditors, the group owed £7,980 (2021 - £NIL) to Shannon Properties Limited. Included within other creditors at the balance sheet date, the group owed £11,164 (2021 - £NIL) to Shannon Properties Limited.

31
Directors' transactions

Dividends totalling £75,000 (2021 - £0) were paid in the year in respect of shares held by the company's directors.

At the balance sheet date, the group was owed an amount of £31,832 (2021 - £NIL) from directors. The loans are interest free and were repaid in full after the year end.

32
Controlling party

The ultimate controlling party of the company and group is G M Gilsenan, by virtue of his majority shareholding in the issued share capital of Shannon Holdings Limited.

2022-12-312022-01-01falseCCH SoftwareCCH Accounts Production 2023.300No description of principal activityG GilsenanM 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