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Miken Holdings Limited

Annual Report and Consolidated Financial Statements
Year Ended 31 March 2023

Registration number: 12913199

 

Miken Holdings Limited

Contents

Company Information

1

Strategic Report

2 to 4

Directors' Report

5 to 6

Statement of Directors' Responsibilities

7

Independent Auditor's Report

8 to 11

Consolidated Profit and Loss Account

12

Consolidated Balance Sheet

13

Balance Sheet

14

Consolidated Statement of Changes in Equity

15

Statement of Changes in Equity

16

Consolidated Statement of Cash Flows

17

Notes to the Financial Statements

18 to 34

 

Miken Holdings Limited

Company Information

Directors

T M Payne

A Walton

Company secretary

B A Walton

Registered office

Millbrook Depot
Yelling Mill Lane
Shepton Mallet
United Kingdom
BA4 4JT

Auditors

PKF Francis Clark
Statutory Auditor
Ground Floor
90 Victoria Street
Bristol
BS1 6DP

 

Miken Holdings Limited

Strategic Report

Year Ended 31 March 2023

The directors present their strategic report for the year ended 31 March 2023.

Principal activity

The principal activity of the group is that of utility reinstatement and surfacing contractors.

Fair review of the business

This financial year has been a consistent set of trading results.

Our contractual analysis showing a total sale of approx. 13m with a Net margin of 16.4% utilising 14,863 men in the year. Approx. 60 men per day on average.

This year has proved that the move to more planned project work has been the right decision as we have managed to maintain margins, during a difficult economic time.

Again, this year the biggest challenge has been controlling price increases, with inflation being at higher levels than in the recent past.

Controlling wages and maintaining labour resource levels within the business has been a challenge with other businesses within the market inflating the base wage and on top of this there is the inflationary pressures on wages.

However, we have managed to minimise the increase from our suppliers to help maintain our margin as best we can.

Labour continues to be a battle on two fronts.

1. Finding the right skillset at the right price.
2. Fibre companies are setting the wages at a higher rate than the market standard.

We also have challenges with regards pricing and availability of rental/leased vehicles. The price of vehicles in general continues to increase above inflation, but the market doesn’t seem to have recovered from covid with the availability of vehicles and parts still being delayed beyond expected lead times.

Some of the above costs have spiralled way outside of the CPI/RPI formulas that we tend to work to on a contractual basis.

There has been a reduced level in competition of companies that hand lay only, which has helped us win and maintain works, but there has been move towards awarding works to full turnkey companies that excavate and reinstate.

 

Miken Holdings Limited

Strategic Report

Year Ended 31 March 2023

The group's key financial and other performance indicators during the year were as follows:

Financial KPIs

Unit

2023

2022

Turnover

£'000

12,856

12,022

Gross profit

£'000

3,939

3,540

Gross profit margin

%

31

29

Operating profit

£'000

2,084

1,790

Net assets

£'000

2,422

3,418

Cash generated from operations

£'000

2,457

2,054

As described below, the future development of the group is subject to a number of principal business risks. Notwithstanding those risks, the directors are satisfied that the financial year to March 2024 will continue to be a successful period for the group.

Employee Ownership Trust update

This year has seen continued repayments being made to the former shareholders, meeting the agreed payment plan, without adversely affecting the businesses cashflow.

The Directorship and the Operations of Miken Holdings and its subsidiary Walton Civil Engineering will not change at this time. However, we continue to build the structure to ensure the group is less reliant on family members. This has meant that in the interim period we have had to increase the resource levels during this time of transition. This will be a continued process over the next couple of years, however, we are already seeing far less requirements being put on the family members.

At this time, we are not actively marketing as a business, but looking to maintain current levels of turnover and margin, unless a good opportunity arises.

Investments

This year the expected 10 vans did not arrive due to market delays but will arrive at end of quarter 2 in 23/24.

We continue to develop our IT system and next year’s plan is to look at the option of moving everything to the cloud to help reduce risk to the business. We continue to consider “off the shelf” IT products and development of our IT systems to improve automation across all departments.

 

Miken Holdings Limited

Strategic Report

Year Ended 31 March 2023

Principal risks and uncertainties

As mentioned in last years strategic report and within the current review, our biggest challenge has been trying to maintain our margins and finding/maintaining labour with the right skillset and at the right rate. Currently we cannot see an end to this in the short term until inflation/CPI is under control. Due to this our levels of communication with our clients continues to be high.

With high inflation and interest rates, the risk of clients defaulting on payments due to financial difficulties, we therefore must be careful who we work for and the credit terms we offer or even if we offer credit terms at all. Every potential client is credit checked and assessed on an individual basis, but due to the information on accounts being up to 12 months old this in itself increases the risk. We reduce this as much as possible with more favourable payment terms and monitoring clients credit ratings on a regular basis.

A continued review of Capital expenditure in terms of Transport and IT is in place and we will continue to hire plant in accordance with the current service level agreement.

We continue to repay EOT Loan accounts on a regular basis to reduce interest payments as much as possible. We continue to budget for corporation tax and loan/interest repayments to help ensure cashflow is not an issue.

We have secured a large framework agreement for the next 3 years to help underpin/maintain stability going forward.

On a non-trading front, we aim to maximise rental value at every depot that is possible.

Approved and authorised by the Board on 21 November 2023 and signed on its behalf by:
 

.........................................
A Walton
Director

 

Miken Holdings Limited

Directors' Report

Year Ended 31 March 2023

The directors present their report and the for the year ended 31 March 2023.

Directors of the group

The directors who held office during the year were as follows:

T M Payne

A Walton

Dividends

The directors recommended and paid a dividend in the year of £Nil (2022 - £82,955).

Information included in the Strategic Report

An indication of likely future developments in the business and particulars of any significant events which have occurred since the end of the financial year have been included in the Strategic Report.

Financial instruments

Objectives and policies

The group's principal financial instruments comprise bank balances (including cash and bank loans), trade debtors and creditors, and hire purchase / finance lease obligations. The group's activities expose it to a number of financial risks including credit risk, cash flow risk and liquidity risk. The group's approach to dealing with these risks is shown below.

Price risk, credit risk, liquidity risk and cash flow risk

Credit risk
The group's credit risk is primarily attributable to its trade debtors. Trade debtors are recognised and carried at the lower of their original invoiced value and their recoverable amount. To manage this risk, the group performs credit checks on new customers, puts credit limits in place and actively manages its customer ledger and has credit insurance in place.

Liquidity risk
In order to maintain liquidity and ensure that sufficient funds are available for ongoing operations and future developments, the group has an invoice financing facility for certain customers, as well as external bank borrowings and finance lease obligations. The group actively manages its total net debt from such obligations against its current assets and future projections.

Cash flow risk
In the current financial year the net cash position has decreased from £1.87m at 1 April 2022 to £936k as at 31 March 2023, worsening the group's liquidity position.

Future developments
An indication of likely future developments in the business and particulars of any significant events which have occurred since the end of the financial year have been included in the Strategic Report.

Disclosure of information to the auditor

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

 

Miken Holdings Limited

Directors' Report

Year Ended 31 March 2023

Approved and authorised by the Board on 21 November 2023 and signed on its behalf by:
 

.........................................
A Walton
Director

 

Miken Holdings Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities 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 the company 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 apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the 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 the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

Miken Holdings Limited

Independent Auditor's Report to the Members of Miken Holdings Limited

Opinion

We have audited the financial statements of Miken Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2023, which comprise the Consolidated Profit and Loss Account, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, and 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 the parent company's affairs as at 31 March 2023 and of the group's profit for the year then ended;

have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group and parent company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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 included in the annual report, other than the financial statements and our auditor’s 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.

 

Miken Holdings Limited

Independent Auditor's Report to the Members of Miken Holdings Limited

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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

Opinion on other matter 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 Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.

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 7, 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 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.

 

Miken Holdings Limited

Independent Auditor's Report to the Members of Miken Holdings Limited

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.

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 detcting irregularities, including fraud is detailed below:

As part of our audit planning we obtained an understanding of the legal and regulatory framework that is applicable to the company. We gained an understanding of the industry in which the group operates as part of this assessment to identify the key laws and regulations affecting the company. As part of this, we reviewed the group's website for indication of any regulations and certification in place and discussed these with the relevant individuals responsible for compliance. The key regulations we identified were the The New Roads an Street Works Act, as well as health and safety regulations, tax legislation and employment law. We also considered those laws and regulation that have a direct impact on the preparation of the financial statements such as the Companies Act 2006.

We discussed with management how the compliance with these laws and regulations is monitored and discussed policies and procedures in place. As part of our planning procedures, we assessed the risk of any non-compliance with laws and regulations on the company’s ability to continue operating and the risk of material misstatement to the accounts. Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved the following:

Enquiries of management regarding their knowledge of any non-compliance with laws and regulations that could affect the financial statements.

Enquiries of management regarding their knowledge of any breaches of health and safety regulations, and review of Board meeting minutes for relevant matters identified.

Reviewed legal and professional costs to identify any possible non-compliance or legal costs in respect of non-compliance.

As part of our enquiries, we discussed with management whether there had been any instances of known or alleged fraud, of which management confirmed there were none.

We assessed the susceptibility of the financial statements to material misstatement through management override or fraud and obtained an understanding of the controls in place to mitigate the risk of fraud. We also evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements. The key risks we identified were the reduction of tax liabilities and/or the overstatement of the financial position of the company for commercial purposes. Based upon our understanding we designed and conducted audit procedures including:

 

Miken Holdings Limited

Independent Auditor's Report to the Members of Miken Holdings Limited

Audited the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.

Reviewed estimates and judgements made in the accounts for any indication of bias and challenged assumptions used by management in making the estimates.

Performed cut off procedures for revenue recognition both before the year end and after.

Investigated the rationale behind significant or unusual transactions.

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. This risk increases the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements as we are less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the group'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 group'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 group and the group's members as a body, for our audit work, for this report, or for the opinions we have formed.

......................................
Robert Whitehead FCCA (Senior Statutory Auditor)
PKF Francis Clark, Statutory Auditor

Ground Floor
90 Victoria Street
Bristol
BS1 6DP

22 November 2023

 

Miken Holdings Limited

Consolidated Profit and Loss Account

Year Ended 31 March 2023

Note

2023
£

2022
£

Turnover

3

12,856,051

12,022,129

Cost of sales

 

(8,917,132)

(8,482,101)

Gross profit

 

3,938,919

3,540,028

Administrative expenses

 

(1,933,693)

(1,804,123)

Other operating income

4

78,881

54,799

Operating profit

6

2,084,107

1,790,704

Other interest receivable and similar income

10

1,550

352

Interest payable and similar expenses

11

(24,002)

(21,870)

   

(22,452)

(21,518)

Profit before tax

 

2,061,655

1,769,186

Tax on profit

12

(374,818)

(364,541)

Profit for the financial year

 

1,686,837

1,404,645

Profit/(loss) attributable to:

 

Owners of the group

 

1,686,837

1,404,645

The group has no recognised gains or losses for the year other than the results above.

 

Miken Holdings Limited

Consolidated Balance Sheet

31 March 2023

Note

2023
£

2022
£

Fixed assets

 

Tangible assets

13

1,244,306

902,181

Current assets

 

Stocks

15

13,061

12,879

Debtors

16

2,723,137

2,923,371

Cash at bank and in hand

 

936,721

1,868,550

 

3,672,919

4,804,800

Creditors: Amounts falling due within one year

18

(1,686,321)

(2,080,284)

Net current assets

 

1,986,598

2,724,516

Total assets less current liabilities

 

3,230,904

3,626,697

Creditors: Amounts falling due after more than one year

18

(530,754)

(43,587)

Provisions for liabilities

(277,264)

(164,521)

Net assets

 

2,422,886

3,418,589

Capital and reserves

 

Called up share capital

22

100,029

100,029

Share premium reserve

9,914

9,914

Capital redemption reserve

356

356

Profit and loss account

2,312,587

3,308,290

Equity attributable to owners of the company

 

2,422,886

3,418,589

Shareholders' funds

 

2,422,886

3,418,589

Approved and authorised by the Board on 21 November 2023 and signed on its behalf by:
 

.........................................
A Walton
Director

Company Registration Number: 12913199

 

Miken Holdings Limited

Balance Sheet

31 March 2023

Note

2023
£

2022
£

Fixed assets

 

Investments

14

5,939,000

5,939,000

Capital and reserves

 

Called up share capital

22

100,029

100,029

Merger reserve

5,838,971

5,838,971

Shareholders' funds

 

5,939,000

5,939,000

Approved and authorised by the Board on 21 November 2023 and signed on its behalf by:
 

.........................................
A Walton
Director

Company Registration Number: 12913199

 

Miken Holdings Limited

Consolidated Statement of Changes in Equity

Year Ended 31 March 2023

Share capital
£

Share premium
£

Capital redemption reserve
£

Profit and loss account
£

Total
£

Total equity
£

At 1 April 2022

100,029

9,914

356

3,263,498

3,373,797

3,373,797

Prior period adjustment

-

-

-

44,792

44,792

44,792

At 1 April 2022 (As restated)

100,029

9,914

356

3,308,290

3,418,589

3,418,589

Profit for the year

-

-

-

1,686,837

1,686,837

1,686,837

Total comprehensive income

-

-

-

1,686,837

1,686,837

1,686,837

Gift to employee ownership trust

-

-

-

(2,682,540)

(2,682,540)

(2,682,540)

At 31 March 2023

100,029

9,914

356

2,312,587

2,422,886

2,422,886

Share capital
£

Share premium
£

Capital redemption reserve
£

Revaluation reserve
£

Profit and loss account
£

Total
£

Total equity
£

At 1 April 2021

100,029

9,914

356

42,733

4,243,867

4,396,899

4,396,899

Profit for the year

-

-

-

-

1,404,645

1,404,645

1,404,645

Other comprehensive income

-

-

-

(42,733)

42,733

-

-

Total comprehensive income

-

-

-

(42,733)

1,447,378

1,404,645

1,404,645

Dividends

-

-

-

-

(82,955)

(82,955)

(82,955)

Gift to employee ownership trust

-

-

-

-

(2,300,000)

(2,300,000)

(2,300,000)

At 31 March 2022 (As restated)

100,029

9,914

356

-

3,308,290

3,418,589

3,418,589

 

Miken Holdings Limited

Statement of Changes in Equity

Year Ended 31 March 2023

Share capital
£

Merger reserve
£

Profit and loss account
£

Total
£

At 1 April 2022

100,029

5,838,971

-

5,939,000

Profit for the year

-

-

2,682,540

2,682,540

Total comprehensive income

-

-

2,682,540

2,682,540

Gift to employee ownership trust

-

-

(2,682,540)

(2,682,540)

At 31 March 2023

100,029

5,838,971

-

5,939,000

Share capital
£

Merger reserve
£

Profit and loss account
£

Total
£

At 1 April 2021

-

-

-

-

Profit for the year

-

-

2,382,957

2,382,957

Other comprehensive income

-

5,838,971

-

5,838,971

Total comprehensive income

-

5,838,971

2,382,957

8,221,928

-

-

-

-

Dividends

-

-

(82,957)

(82,957)

New share capital subscribed

100,029

-

-

100,029

Gift to employee ownership trust

-

-

(2,300,000)

(2,300,000)

At 31 March 2022

100,029

5,838,971

-

5,939,000

 

Miken Holdings Limited

Consolidated Statement of Cash Flows

Year Ended 31 March 2023

Note

2023
£

2022
£

Cash flows from operating activities

Profit for the year

 

1,686,837

1,404,645

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

6

371,354

329,578

(Profit)/loss on disposal of tangible assets

5

(14,859)

68,506

Loss from disposals of investments

5

1

-

Finance income

10

(1,550)

(352)

Finance costs

11

24,002

21,870

Income tax expense

12

374,818

364,541

 

2,440,603

2,188,788

Working capital adjustments

 

(Increase)/decrease in stocks

15

(182)

20,731

Decrease/(increase) in trade debtors

16

200,234

(892,820)

(Decrease)/increase in trade creditors

18

(296,017)

729,691

Increase in provisions

112,743

8,521

Cash generated from operations

 

2,457,381

2,054,911

Income taxes paid

12

(347,227)

(174,975)

Net cash flow from operating activities

 

2,110,154

1,879,936

Cash flows from investing activities

 

Interest received

1,550

352

Acquisitions of tangible assets

(743,620)

(68,661)

Proceeds from sale of tangible assets

 

30,141

240,588

Proceeds from sale of investment properties

 

-

367,406

Net cash flows from investing activities

 

(711,929)

539,685

Cash flows from financing activities

 

Interest paid

11

(24,002)

(21,870)

Repayment of bank borrowing

 

-

(220,039)

Receipts from finance lease debtors

 

525,034

60,786

Payments to finance lease creditors

 

(148,546)

(381,630)

Dividends paid

-

(82,955)

Gift to employee ownership trust

 

(2,682,540)

(2,300,000)

Net cash flows from financing activities

 

(2,330,054)

(2,945,708)

Net decrease in cash and cash equivalents

 

(931,829)

(526,087)

Cash and cash equivalents at 1 April

 

1,868,550

2,394,637

Cash and cash equivalents at 31 March

 

936,721

1,868,550

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

1

General information

The company is a private company limited by share capital, incorporated in England & Wales.

The address of its registered office is:
Millbrook Depot
Yelling Mill Lane
Shepton Mallet
United Kingdom
BA4 4JT

These financial statements were authorised for issue by the Board on 21 November 2023.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

The group's financial statements have been prepared in accordance with FRS102 - the Financial Reporting Standard applicable in the UK and Republic of Ireland and the Companies Act 2006. There are no material departures from FRS102.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The functional currency of Miken Holdings Limited is considered to be pounds sterling because this is the currency of the primary economic environment in which the group operates.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 March 2023.

As a consolidated profit and loss account is published, a separate profit and loss account for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006.

The group was formed as a result of a share exchange by Miken Holdings Limited and Walton Civil Engineering and Surfacing Contractor Limited. As this constitutes a group restructure under FRS102, the financial statements have been prepared using merger accounting principles as if the group had been in existence for the current and previous financial periods.

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

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

The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

Prior year adjustment
The prior year profit and loss account has been restated by £44,792, from a profit of £1,359,853 to £1,404,645. The restatement is the result of a prior year adjustment removing the provision for a bad debt. The overall impact on opening net assets is an increase from £3,373,797 to £3,418,589.

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

Key sources of estimation uncertainty

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

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

The key judgement that has a significant impact on the financial statements is in respect of going concern, as described above.

The key estimates that have a significant effect on the amounts recognised in the financial statements are in respect of accrued income and the carrying value of tangible fixed assets, investment property valuation, trade debtor valuation and fiscal liabilities.

Accrued income is recognised with reference to the stage of completion of the job, which requires estimation as to the value of the work performed which has not yet been invoiced. The carrying amount is £94,057 (2022 -£296,599).

Tangible fixed assets are carried at cost, less accumulated depreciation and any subsequent accumulated impairment loss. This requires an estimation in the depreciation rates used as well as assessment of the ongoing economic contribution of the assets of the company as to whether an indicator of impairment has occurred. The carrying amount is £1,244,306 (2022 -£902,181).

Investment properties are carried at fair value, which requires estimation as to the current market value of the properties. The properties have been valued by an independent party post year end.

Trade debtors are recognised and carried at the lower of their original invoiced value and their recoverable amount. The group actively manages its customer ledger and has credit insurance in place for the majority of their customers. The carrying amount is £2,553,449 (2022 -£2,462,966).

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the company’s activities. Turnover is shown net of value added tax, returns, rebates and discounts.

Revenue in respect of civil engineering services supplied is recognised with reference to the stage of completion of the contract. Stage of completion is measured with reference to the value of the work performed.

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

Going concern

On the basis of their assessment of the group's financial position and resources, the directors are satisfied that it remains appropriate for the group to adopt the going concern basis of accounting in preparing these financial statements.

As mentioned within the review of business section in the strategic report, our biggest challenge has been trying to maintain margin and of course finding labour with the right skillset and at the right rate. We cannot see an end to this in the short/medium term and our levels of communication with our clients remains high.

Tax

Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current corporation tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.

Deferred tax is recognised on all timing differences at the balance sheet date unless indicated below. Timing differences are differences between taxable profits and the results as stated in the consolidated profit and loss account and other comprehensive income. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses. The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and assets under constructions, over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Freehold property

2-3.3% straight line

Plant and machinery

25% reducing balance

Fixtures and fittings

25% reducing balance

Motor vehicles

25% reducing balance

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

Investments

Investments in subsidiaries and other investments are measured at cost less impairment.

Stocks

Stock is measured at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Leases

Rentals payable under operating leases are charged in the profit and loss account on a straight line basis over the lease term.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. The treatment of finance leases is as set out in the accounting policy for financial instruments detailed below.

Rental income from operating leases (net of any incentives given to the lesees) is recognised on a straight-line basis over the lease term.

Defined contribution pension obligation

The group operates a defined contribution pension scheme for eligible staff. Contributions are charged to the profit and loss account when they become payable in accordance with the rules of the scheme.

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

Financial instruments

Classification
The company holds the following financial instruments:

• Short term trade and other debtors and creditors;
• Hire purchase and finance lease obligations;
• Bank loans; and
• Cash and bank balances.

All financial instruments are classified as basic.

 Recognition and measurement
The company has chosen to apply the recognition and measurement principles in FRS102.

Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the group's obligations are discharged, expire or are cancelled.

The group has chosen to apply the recognition and measurement principles in FRS102.

Financial instruments are recognised when the group becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.

Except for bank loans and hire purchase and finance lease obligations, such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.

Bank loans are initially measured at transaction price, including transaction costs, and are subsequently carried at amortised cost using the effective interest method.

Assets held under hire purchases and finance lease are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation. The asset is subsequently measured as discussed in the tangible fixed asset accounting policy above. Finance lease obligations are subsequently measured at amortised cost using the effective interest method.

 

3

Turnover

The group's turnover arises solely in the UK and relates to the group's principal activity.

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

4

Other operating income

The analysis of the group's other operating income for the year is as follows:

2023
£

2022
£

Rental income

78,881

54,799


 

5

Other gains and losses

The analysis of the group's other gains and losses for the year is as follows:

2023
£

2022
£

Gain/(loss) on disposal of Tangible assets

14,859

(68,506)

Loss from disposals of investments

(1)

-

14,858

(68,506)

6

Operating profit

Arrived at after charging/(crediting)

2023
£

2022
£

Depreciation - owned assets

127,275

153,135

Depreciation of plant and machinery (finance leases)

244,079

176,443

(Profit)/loss on disposal of property, plant and equipment

(14,859)

68,506

7

Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

2023
£

2022
£

Wages and salaries

2,033,446

2,001,015

Social security costs

218,199

218,999

Pension costs, defined contribution scheme

244,857

205,901

2,496,502

2,425,915

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:

2023
No.

2022
No.

Production

38

43

Administration and support

29

69

67

112

8

Directors' remuneration

The directors' remuneration for the year was as follows:

2023
£

2022
£

Remuneration

45,000

14,694

Contributions paid to money purchase schemes

28,968

-

73,968

14,694

9

Auditor's remuneration

2023
£

2022
£

Audit of these financial statements

1,400

1,100

Audit of the financial statements of subsidiaries of the company pursuant to legislation

15,700

11,500

17,100

12,600

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023


 

10

Other interest receivable and similar income

2023
£

2022
£

Bank interest

1,550

352

11

Interest payable and similar expenses

2023
£

2022
£

Interest on bank overdrafts and borrowings

-

282

Interest on obligations under finance leases and hire purchase contracts

24,002

21,588

24,002

21,870

12

Taxation

Tax charged/(credited) in the profit and loss account

2023
 £

2022
 £

Current taxation

UK corporation tax

269,221

354,007

UK corporation tax adjustment to prior periods

(6,541)

2,013

262,680

356,020

Deferred taxation

Arising from origination and reversal of timing differences

112,138

(40,979)

Arising from changes in tax rates and laws

-

49,500

Total deferred taxation

112,138

8,521

Tax expense in the income statement

374,818

364,541

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK (2022 - higher than the standard rate of corporation tax in the UK) of 19% (2022 - 19%).

The differences are reconciled below:

2023
£

2022
£

Profit before tax

2,061,655

1,769,186

Corporation tax at standard rate

395,458

336,145

Effect of expense not deductible in determining taxable profit (tax loss)

1,375

14,911

Deferred tax expense relating to changes in tax rates or laws

-

49,500

UK deferred tax expense relating to changes in tax rates or laws

26,913

-

Deferred tax expense from unrecognised temporary difference from a prior period

605

-

Decrease in UK and foreign current tax from adjustment for prior periods

(7,146)

(6,497)

Tax (decrease)/increase from effect of capital allowances and depreciation

(42,386)

17,181

Tax decrease from other short-term timing differences

-

(3,215)

Tax decrease arising from overseas tax suffered/expensed

(1)

-

Tax decrease from effect of adjustment in research and development tax credit

-

(42,424)

Other tax effects for reconciliation between accounting profit and tax expense (income)

-

(1,060)

Total tax charge

374,818

364,541

Deferred tax

Group

Deferred tax assets and liabilities

2023

Liability
£

Difference between accumulated depreciation and capital allowances

277,264

2022

Liability
£

Difference between accumulated depreciation and capital allowances

164,521

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

13

Tangible assets

Group

Furniture, fittings and equipment
 £

Motor vehicles
 £

Plant and machinery
£

Total
£

Cost or valuation

At 1 April 2022

111,025

50,381

2,489,083

2,650,489

Additions

-

-

743,620

743,620

Disposals

-

-

(100,659)

(100,659)

At 31 March 2023

111,025

50,381

3,132,044

3,293,450

Depreciation

At 1 April 2022

95,871

8,585

1,643,852

1,748,308

Charge for the year

1,474

5,122

364,758

371,354

Eliminated on disposal

-

-

(70,518)

(70,518)

At 31 March 2023

97,345

13,707

1,938,092

2,049,144

Carrying amount

At 31 March 2023

13,680

36,674

1,193,952

1,244,306

At 31 March 2022

15,154

41,796

845,231

902,181

Assets held under finance leases and hire purchase contracts

The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:

 

2023
£

2022
£

Property, plant and equipment

847,396

543,095

Motor vehicles

15,346

20,462

 

862,742

563,557

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

14

Investments

Company

2023
£

2022
£

Investments in subsidiaries

5,939,000

5,939,000

Subsidiaries

£

Cost or valuation

At 1 April 2022

5,939,000

Provision

Carrying amount

At 31 March 2023

5,939,000

At 31 March 2022

5,939,000

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2023

2022

Subsidiary undertakings

Walton Civil Engineering and Surfacing Contractors Limited

Mill Brook Depot, Yellingmill Lane, Shepton Mallet, BA4 4JT

England and Wales

Ordinary shares

100%

100%

Subsidiary undertakings

Walton Civil Engineering and Surfacing Contractors Limited

The principal activity of Walton Civil Engineering and Surfacing Contractors Limited is that of utility reinstatement and surfacing contractors.

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

15

Stocks

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Raw materials and consumables

13,061

12,879

-

-

16

Debtors

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Trade debtors

2,643,033

2,507,758

-

-

Other debtors

13,206

114,794

-

-

Prepayments

66,898

300,819

-

-

2,723,137

2,923,371

-

-

17

Cash and cash equivalents

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Cash on hand

287

287

-

-

Cash at bank

936,434

1,868,263

-

-

936,721

1,868,550

-

-

18

Creditors

   

Group

Company

Note

2023
£

2022
£

2023
£

2022
£

Due within one year

 

Loans and borrowings

19

156,309

171,122

-

-

Trade creditors

 

970,228

1,221,121

-

-

Social security and other taxes

 

74,953

47,226

-

-

Other creditors

 

97,961

145,343

-

-

Accrued expenses

 

115,636

141,099

-

-

Corporation tax

 

271,234

354,373

-

-

 

1,686,321

2,080,284

-

-

Due after one year

 

Loans and borrowings

19

530,754

43,587

-

-

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

19

Loans and borrowings

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Non-current loans and borrowings

Finance lease liabilities

530,754

43,587

-

-

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Current loans and borrowings

Hire purchase contracts

156,309

171,122

-

-

20

Obligations under leases and hire purchase contracts

Group

Finance leases

The total of future minimum lease payments is as follows:

2023
£

2022
£

Not later than one year

106,310

171,122

Later than one year and not later than five years

530,754

43,587

637,064

214,709

Operating leases

The total of future minimum lease payments is as follows:

2023
£

2022
£

Not later than one year

94,900

758

Later than one year and not later than five years

329,600

-

Later than five years

329,600

-

754,100

758

The amount of non-cancellable operating lease payments recognised as an expense during the year was £115,941 (2022 - £21,076).

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

Operating leases - lessor

The total of future minimum lease payments is as follows:

2023
£

2022
£

Not later than one year

52,965

40,238

Later than one year and not later than five years

119,367

23,400

Later than five years

36,500

-

208,832

63,638

21

Pension and other schemes

Defined contribution pension scheme

The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £244,857 (2022 - £205,901).

22

Share capital

Allotted, called up and fully paid shares

 

2023

2022

 

No.

£

No.

£

"A" Ordinary of £1 each

50,000

50,000

50,000

50,000

"B" Ordinary of £1 each

50,000

50,000

50,000

50,000

"C" Ordinary of £1 each

25

25

25

25

"G" Ordinary of £1 each

2

2

2

2

"H" Ordinary of £1 each

2

2

2

2

 

100,029

100,029

100,029

100,029

Rights, preferences and restrictions

Ordinary shares have the following rights, preferences and restrictions:
The A, B, C, G and H ordinary shares all of £1.00 each rank pari passu except that the directors have the right to declare dividends on each class of share separately.

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

23

Analysis of changes in net debt

Group

At 1 April 2022
£

Financing cash flows
£

New finance leases
£

At 31 March 2023
£

Cash and cash equivalents

Cash

1,868,550

(931,829)

-

936,721

Borrowings

Finance leases due within one year

(171,122)

148,546

(83,734)

(106,310)

Finance leases due in more than one year

(43,587)

-

(487,167)

(530,754)

(214,709)

148,546

(570,901)

(637,064)

 

1,653,841

(783,283)

(570,901)

299,657

24

Gift to Walton Employee Ownership Trust

During the financial year to 31 March 2022, the shares in Miken Holdings Limited were acquired into the Employee Ownership Trust, Walton Trustees Limited.

During the year gifts were made to the Trust by Walton Civil Engineering and Surfacing Contractors Limited. Gifts totalling £2,682,540 (2022 - £2,300,000) have been made in the year. The funds have been treated as a gift from equity.

Payments to the Waltons Employee Ownership Trust are treated as distributions by Walton Civil Engineering and Surfacing Contractors Limited, and therefore the group, and presented in the Statement of Changes in Equity. As a result, the payments are accounted for when made. This treatment has been adopted on the basis that such payments are transfers of value to the group’s shareholders.
 

 

Miken Holdings Limited

Notes to the Financial Statements

Year Ended 31 March 2023

25

Related party transactions

Group

Dividends paid to directors

   

2023
£

 

2022
£

A Director 1

       

A director and their spouse

 

-

 

11,826

         

A Director 2

       

A director and their spouse

 

-

 

13,070

         

Company

Summary of transactions with other related parties

Walton Civil Engineering and Surfacing Contractors Limited paid £13,733 (2022 - £524,156) in rent to Cavendish Corporate Investments and Millbrook Property Limited. Amounts receivable under common control as at 31 March 2023 were £nil (2022 - £nil).
 

26

Parent and ultimate parent undertaking

The ultimate controlling party is Walton Trustees Limited.