Caseware UK (AP4) 2022.0.179 2022.0.179 2022-12-312022-12-31falsefalseNo description of principal activity972022-01-01118false 04988653 2022-01-01 2022-12-31 04988653 2022-12-31 04988653 2021-01-01 2021-12-31 04988653 2021-12-31 04988653 2021-01-01 04988653 1 2022-01-01 2022-12-31 04988653 1 2021-01-01 2021-12-31 04988653 4 2022-01-01 2022-12-31 04988653 4 2021-01-01 2021-12-31 04988653 5 2022-01-01 2022-12-31 04988653 5 2021-01-01 2021-12-31 04988653 d:Director1 2022-01-01 2022-12-31 04988653 d:Director1 2022-12-31 04988653 d:Director2 2022-01-01 2022-12-31 04988653 d:Director3 2022-01-01 2022-12-31 04988653 d:Director3 2022-12-31 04988653 d:Director4 2022-01-01 2022-12-31 04988653 d:Director4 2022-12-31 04988653 d:Director5 2022-01-01 2022-12-31 04988653 d:Director5 2022-12-31 04988653 d:Director6 2022-01-01 2022-12-31 04988653 d:Director6 2022-12-31 04988653 d:Director7 2022-01-01 2022-12-31 04988653 d:Director8 2022-01-01 2022-12-31 04988653 d:RegisteredOffice 2022-01-01 2022-12-31 04988653 e:MotorVehicles 2022-01-01 2022-12-31 04988653 e:MotorVehicles 2022-12-31 04988653 e:MotorVehicles 2021-12-31 04988653 e:MotorVehicles e:OwnedOrFreeholdAssets 2022-01-01 2022-12-31 04988653 e:FurnitureFittings 2022-01-01 2022-12-31 04988653 e:FurnitureFittings 2022-12-31 04988653 e:FurnitureFittings 2021-12-31 04988653 e:FurnitureFittings e:OwnedOrFreeholdAssets 2022-01-01 2022-12-31 04988653 e:OfficeEquipment 2022-01-01 2022-12-31 04988653 e:OfficeEquipment 2022-12-31 04988653 e:OfficeEquipment 2021-12-31 04988653 e:OfficeEquipment e:OwnedOrFreeholdAssets 2022-01-01 2022-12-31 04988653 e:OtherPropertyPlantEquipment 2022-01-01 2022-12-31 04988653 e:OtherPropertyPlantEquipment 2022-12-31 04988653 e:OtherPropertyPlantEquipment 2021-12-31 04988653 e:OtherPropertyPlantEquipment e:OwnedOrFreeholdAssets 2022-01-01 2022-12-31 04988653 e:OwnedOrFreeholdAssets 2022-01-01 2022-12-31 04988653 e:CurrentFinancialInstruments 2022-12-31 04988653 e:CurrentFinancialInstruments 2021-12-31 04988653 e:Non-currentFinancialInstruments 2022-12-31 04988653 e:Non-currentFinancialInstruments 2021-12-31 04988653 e:CurrentFinancialInstruments e:WithinOneYear 2022-12-31 04988653 e:CurrentFinancialInstruments e:WithinOneYear 2021-12-31 04988653 e:Non-currentFinancialInstruments e:AfterOneYear 2022-12-31 04988653 e:Non-currentFinancialInstruments e:AfterOneYear 2021-12-31 04988653 e:ReportableOperatingSegment1 2022-01-01 2022-12-31 04988653 e:ReportableOperatingSegment1 2021-01-01 2021-12-31 04988653 e:ReportableOperatingSegment2 2022-01-01 2022-12-31 04988653 e:ReportableOperatingSegment2 2021-01-01 2021-12-31 04988653 f:UnitedKingdom 2022-01-01 2022-12-31 04988653 f:UnitedKingdom 2021-01-01 2021-12-31 04988653 f:RestEuropeOutsideUK 2022-01-01 2022-12-31 04988653 f:RestEuropeOutsideUK 2021-01-01 2021-12-31 04988653 f:RestWorldOutsideUK 2022-01-01 2022-12-31 04988653 f:RestWorldOutsideUK 2021-01-01 2021-12-31 04988653 e:UKTax 2022-01-01 2022-12-31 04988653 e:UKTax 2021-01-01 2021-12-31 04988653 e:ShareCapital 2022-12-31 04988653 e:ShareCapital 2021-12-31 04988653 e:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 04988653 e:RetainedEarningsAccumulatedLosses 2022-12-31 04988653 e:RetainedEarningsAccumulatedLosses 2021-01-01 2021-12-31 04988653 e:RetainedEarningsAccumulatedLosses 2021-12-31 04988653 e:RetainedEarningsAccumulatedLosses 2021-01-01 04988653 e:AcceleratedTaxDepreciationDeferredTax 2022-12-31 04988653 e:AcceleratedTaxDepreciationDeferredTax 2021-12-31 04988653 e:OtherDeferredTax 2022-12-31 04988653 e:OtherDeferredTax 2021-12-31 04988653 d:OrdinaryShareClass1 2022-01-01 2022-12-31 04988653 d:OrdinaryShareClass1 2022-12-31 04988653 d:OrdinaryShareClass1 2021-12-31 04988653 d:FRS102 2022-01-01 2022-12-31 04988653 d:Audited 2022-01-01 2022-12-31 04988653 d:FullAccounts 2022-01-01 2022-12-31 04988653 d:PrivateLimitedCompanyLtd 2022-01-01 2022-12-31 04988653 e:WithinOneYear 2022-12-31 04988653 e:WithinOneYear 2021-12-31 04988653 e:BetweenOneFiveYears 2022-12-31 04988653 e:BetweenOneFiveYears 2021-12-31 iso4217:GBP xbrli:shares xbrli:pure
Company registration number: 04988653







ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2022


DIVERSIFIED LIMITED






































img1efc.png                        

 


DIVERSIFIED LIMITED
 


 
COMPANY INFORMATION


Directors
D Pitt 
E Hutto 
J D Daum 
W H Hegan 




Registered number
04988653



Registered office
12/13 Egham Business Village
Crabtree Road

Egham

Surrey

TW20 8RB




Independent auditors
Menzies LLP
Chartered Accountants & Statutory Auditor

1st Floor

Midas House

62 Goldsworth Road

Woking

Surrey

GU21 6LQ





 


DIVERSIFIED LIMITED
 



CONTENTS



Page
Strategic Report
1
Directors' Report
2 - 3
Independent Auditors' Report
4 - 7
Statement of Income and Retained Earnings
8
Statement of Financial Position
9
Statement of Cash Flows
10
Analysis of Net Debt
11
Notes to the Financial Statements
12 - 23

 


DIVERSIFIED LIMITED
 


 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022

Introduction
 
The principal activity of Diversified Limited during 2022 remained the design, supply, installation and maintenance of Audiovisual solutions in the EMEA marketplace.

Business review
 
The Company experienced a challenging year with the continuing effects of Covid 19 pandemic and the global supply chain crisis which affected our ability to complete projects as planned.
We revised the financial plans to forecast and mitigate the Covid 19/supply chain effects, which has resulted in consistent trading month on month, with Q4 delivering the strongest results. 
2023’s results show a much recovered profitable position and 2024's budget has a predicted EBITDA of £2.4m.
2024’s order book is at a record high, with 70% of 2024’s revenue target has already been booked with purchase orders received from customers. We are highly confident we will exceed our 2024 order targets.

Principal risks and uncertainties
 
The biggest risk is the previously mentioned supply chain crisis and the war in Ukraine which added to the delays we are experiencing in supply from most of our vendors. Generally, the UK AV market has had access to next day delivery stock, most of our vendors are now quoting 4+ weeks for new orders. A lot of delays experienced in 2022 have now resolved and our project backlog started to recover in 2022.
Competition in the audiovisual sector is strong but Diversified's position as one of the few truly global systems integrators provides a level of protection. A very high proportion of our business is direct design and build with our customers and not through main contractors or consultants, this enables us build long lasting profitable relationships with our key customers.

Financial key performance indicators
 
                               2022  2021
Annualised Revenue Growth %:      8%  (25)%
Gross Profit %:       13%  20%
Operating Profit %:       (8%)  (2%)
Debtor Days:        111  86 

Future Developments
 
Continued EMEA growth is planned, with further development in specialist divisions to mirror the USA HQ model: including M&E (Media and Entertainment), ESS (Electronic Security Systems) and DMG (Digital Media Group). These new divisions are important new income streams and will further aid the growth and development of the business in Europe.
Our Commercial Bid Team continue to expand our footprint in the Main Contractor/Consultant market, which is now netting significant opportunities.


This report was approved by the board on and signed on its behalf..


................................................
W H Hegan
Director

Date: 5 February 2024
Page 1

 


DIVERSIFIED LIMITED
 


 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022

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

Directors

The directors who served during the year were:

D B Clarke (resigned 9 February 2023)
D Pitt 
K Collins (resigned 21 December 2022)
A D'Alessandro (resigned 21 December 2022)
M Hoogerland (appointed 21 December 2022, resigned 15 September 2023)
E Hutto (appointed 21 December 2022)

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

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

Results and dividends

The loss for the year, after taxation, amounted to £1,377,773 (2021 - loss £239,065).

The directors have not recommended a dividend.

Matters covered in the Strategic Report

The Company has chosen in accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 to set out in the Company's Strategic Report information required by schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008. This includes information that would have been included in the business review and the principal risks and uncertainties.

Page 2

 


DIVERSIFIED LIMITED
 


 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditors

Under section 487(2) of the Companies Act 2006Menzies LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

This report was approved by the board and signed on its behalf.
 





................................................
W H Hegan
Director

Date: 5 February 2024

Page 3

 


DIVERSIFIED LIMITED
 

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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DIVERSIFIED LIMITED

Opinion


We have audited the financial statements of Diversified Limited (the 'Company') for the year ended 31 December 2022, which comprise the Statement of Income and Retained Earnings, the Statement of Financial Position, the Statement of Cash Flows and the related notes, including a summary of significant accounting policiesThe 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 Company's affairs as at 31 December 2022 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the  section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the  in the United Kingdom, including the Financial Reporting Council'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 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 Auditors' 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.


Page 4

 


DIVERSIFIED LIMITED


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DIVERSIFIED LIMITED (CONTINUED)

Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the 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 the 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 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:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the 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 Directors' Responsibilities Statement set out on page 2, the directors are responsible for the preparation of the  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  that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the 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 Company or to cease operations, or have no realistic alternative but to do so.


Page 5

 


DIVERSIFIED LIMITED


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DIVERSIFIED LIMITED (CONTINUED)

Auditors' responsibilities for the audit of the financial statements
 

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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

The Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation. We determined that the following laws and regulations were most significant including:

The Companies Act 2006;
Financial Reporting Standard 102;
UK employment legislation; and
General Data Protection Regulations

We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

We understood how the Company are complying with those legal and regulatory frameworks by making inquiries to management and those responsible for legal and compliance procedures.
The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations. The assessment did not identify any issues in this area.

We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:
Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;
Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;
Challenging assumptions and judgments made by management in its significant accounting estimates; and 
Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.

As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:
Posting of unusual journals and complex transactions. 
Manipulation of revenue through the incorrect recognition point and inconsistency of the application of the revenue recognition policy.


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  or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the , as we will be less likely to become aware of instances of non-compliance.  The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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


Page 6

 


DIVERSIFIED LIMITED


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DIVERSIFIED LIMITED (CONTINUED)

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 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Tom Woods FCA (Senior Statutory Auditor)
  
for and on behalf of
Menzies LLP
 
Chartered Accountants
Statutory Auditor
  
1st Floor
Midas House
62 Goldsworth Road
Woking
Surrey
GU21 6LQ

5 February 2024
Page 7

 


DIVERSIFIED LIMITED
 


 
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
Note
£
£

  

Turnover
 4 
18,451,251
17,026,406

Cost of sales
  
(15,972,469)
(13,681,087)

Gross profit
  
2,478,782
3,345,319

Administrative expenses
  
(5,009,714)
(4,698,876)

Other operating income
 5 
1,087,076
970,720

Operating loss
  
(1,443,856)
(382,837)

Interest receivable and similar income
 10 
88,696
96,868

Interest payable and similar expenses
 11 
(29,300)
(17,521)

Loss before tax
  
(1,384,460)
(303,490)

Tax on loss
 12 
6,687
64,425

Loss after tax
  
(1,377,773)
(239,065)

  

  

Retained earnings at the beginning of the year
  
7,285,485
7,524,550

  
7,285,485
7,524,550

Loss for the year
  
(1,377,773)
(239,065)

Retained earnings at the end of the year
  
5,907,712
7,285,485
The notes on pages 12 to 23 form part of these financial statements.
Page 8

 


DIVERSIFIED LIMITED
REGISTERED NUMBER:04988653



STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022

2022
2021
Note
£
£

Fixed assets
  

Tangible assets
 13 
361,395
407,082

  
361,395
407,082

Current assets
  

Stocks
  
1,473,995
814,876

Debtors: amounts falling due after more than one year
 14 
2,192,219
2,040,391

Debtors: amounts falling due within one year
 14 
13,128,090
8,358,240

Cash at bank and in hand
  
64,037
1,190,786

  
16,858,341
12,404,293

Creditors: amounts falling due within one year
 15 
(10,398,409)
(4,662,407)

Net current assets
  
 
 
6,459,932
 
 
7,741,886

Total assets less current liabilities
  
6,821,327
8,148,968

Creditors: amounts falling due after more than one year
 16 
(839,389)
(782,570)

Provisions for liabilities
  

Deferred tax
 17 
(73,226)
(79,913)

  
 
 
(73,226)
 
 
(79,913)

Net assets
  
5,908,712
7,286,485


Capital and reserves
  

Called up share capital 
 18 
1,000
1,000

Profit and loss account
 19 
5,907,712
7,285,485

  
5,908,712
7,286,485


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




................................................
W H Hegan
Director

Date: 5 February 2024

The notes on pages 12 to 23 form part of these financial statements.
Page 9

 


DIVERSIFIED LIMITED
 



STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
£
£

Cash flows from operating activities

Loss for the financial year
(1,377,773)
(239,065)

Adjustments for:

Depreciation of tangible assets
153,734
157,338

Loss on disposal of tangible assets
-
(4,824)

Interest paid
29,300
17,521

Interest received
(88,696)
(96,868)

Taxation charge
(6,687)
(64,425)

(Increase) in stocks
(659,119)
(435,355)

(Increase)/decrease in debtors
(3,779,734)
2,245,335

(Increase) in amounts owed by group debtors
(1,141,944)
(126,402)

Increase/(decrease) in creditors
5,854,838
(2,211,184)

Increase in amounts owed to group creditors
197,787
677,852

Corporation tax (paid)/received
(259,804)
1,972

Net cash generated from operating activities

(1,078,098)
(78,105)


Cash flows from investing activities

Purchase of tangible fixed assets
(108,047)
(67,712)

Sale of tangible fixed assets
-
7,750

Interest received
88,696
96,868

Net cash from investing activities

(19,351)
36,906

Cash flows from financing activities

Interest paid
(29,300)
(17,521)

Net cash used in financing activities
(29,300)
(17,521)

Net (decrease) in cash and cash equivalents
(1,126,749)
(58,720)

Cash and cash equivalents at beginning of year
1,190,786
1,249,506

Cash and cash equivalents at the end of year
64,037
1,190,786


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
64,037
1,190,786

64,037
1,190,786


The notes on pages 12 to 23 form part of these financial statements.

Page 10

 


DIVERSIFIED LIMITED
 



ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2022




At 1 January 2022
Cash flows
At 31 December 2022
£

£

£

Cash at bank and in hand

1,190,786

(1,126,749)

64,037

Debt due after 1 year

(782,570)

782,570

-


408,216
(344,179)
64,037

The notes on pages 12 to 23 form part of these financial statements.
Page 11

 


DIVERSIFIED LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

1.


General information

Diversified Limited is a private company, limited by shares incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office and principal place of business can be found on the company information page.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

 
2.2

Going concern

The coronavirus pandemic created uncertainty globally and the Company was not immune to this. The directors worked hard to ensure the safety of their employees and maintaining the continuity of their operations as far as they were able, whilst adhering to government advice.  There has been minimal financial impact from Covid 19.
The global supply chain crisis has had a negative effect on the Company’s performance in the first half year of the year however a recovered position can be seen in quarter 4. Having a record new orderbook with confirmed orders in hand will enable us to deliver projects quickly and recover from the backlog in 2022.
The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the annual report and accounts.

 
2.3

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
In the majority of cases, turnover in respect of installation of systems is recognised on the completion of the installation, although turnover from some individual customers is now recognised on a stage completion basis.  Such recognition is based upon the particular agreement with said customers.
Where support services are provided by the Company, the income is spread evenly over the duration of each contract. Where payments are received from customers in advance of services provided, the amounts are recorded as deferred income and included as part of creditors.

Page 12

 


DIVERSIFIED LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

 
2.5

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.6

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. 
Grants of a revenue nature are recognised in the Statement of Income and Retained Earnings in the same period as the related expenditure.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.8

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

Page 13

 


DIVERSIFIED LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.9

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Motor vehicles
-
25%
straight line
Fixtures and fittings
-
20%
straight line
Office equipment
-
33%
straight line
Other fixed assets
-
10%
straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.10

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.11

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Page 14

 


DIVERSIFIED LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.12

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income 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 Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

 
2.13

Research and development

Research and development expenditure is written off in the year in which it is incurred.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Significant judgements
The Company did not make any judgements that had a significant effect on the amounts recognised in the financial statements.
Key sources of estimation uncertainty
Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. The key assumptions and other sources of estimation uncertainty that have a significant risk of causing a material adjustment to carrying amounts of assets and liabilities within the next financial year are as follows:
* A provision against stock is provided based upon specific lines that are deemed to be obsolete or very slow moving by management.
* Depreciation is calculated based upon the estimated useful lives of the assets.

Page 15

 


DIVERSIFIED LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

4.


Turnover

An analysis of turnover by class of business is as follows:


2022
2021
£
£

Installations
16,985,923
16,144,614

Maintenance
1,465,328
881,792

18,451,251
17,026,406


Analysis of turnover by country of destination:

2022
2021
£
£

United Kingdom
16,919,123
12,904,863

Rest of Europe
513,967
2,207,249

Rest of the world
1,018,161
1,914,294

18,451,251
17,026,406



5.


Other operating income

2022
2021
£
£

Other operating income
48,053
17,200

Government grants receivable under Coronavirus Job Retention Scheme
-
169,360

Management charges receivable
1,039,023
784,160

1,087,076
970,720



6.


Operating loss

The operating loss is stated after charging:

2022
2021
£
£

Depreciation of tangible fixed assets
153,734
157,338

Exchange differences
(424,104)
21,858

Other operating lease rentals
317,802
327,307

Defined contribution pension costs
100,214
82,972

Page 16

 


DIVERSIFIED LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

7.


Auditors' remuneration

2022
2021
£
£


Fees payable to the Company's auditor and its associates in respect of:
Company's annual financial statements
44,640
21,350

Taxation compliance services
1,650
1,500

Other services relating to taxation
5,170
2,920




8.


Employees

2022
2021
£
£

Wages and salaries
5,952,314
4,581,422

Social security costs
777,788
578,485

Cost of defined contribution scheme
100,214
82,972

6,830,316
5,242,879


The average monthly number of employees, including directors, during the year was 118 (2021 - 97).


9.


Directors' remuneration

2022
2021
£
£

Directors' emoluments
567,436
438,942

Company contributions to defined contribution pension schemes
1,321
1,319

568,757
440,261


During the year retirement benefits were accruing to 1 directors (2021 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £370,954 (2021 - £223,778).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £1,321 (2021 - £1,319).

Page 17

 


DIVERSIFIED LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

10.


Interest receivable

2022
2021
£
£


Interest receivable from group companies
88,696
96,868

88,696
96,868


11.


Interest payable and similar expenses

2022
2021
£
£


Bank interest payable
12
92

Loans from group undertakings
29,288
6,588

Other interest payable
-
10,841

29,300
17,521


12.


Taxation


2022
2021
£
£

Corporation tax


Adjustments in respect of previous periods
-
(69,362)


-
(69,362)


Total current tax
-
(69,362)

Deferred tax


Origination and reversal of timing differences
(6,687)
4,937

Total deferred tax
(6,687)
4,937


Taxation on loss on ordinary activities
(6,687)
(64,425)
Page 18

 


DIVERSIFIED LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2021 - lower than) the standard rate of corporation tax in the UK of 19% (2021 - 19%). The differences are explained below:

2022
2021
£
£


Loss on ordinary activities before tax
(1,377,773)
(303,490)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)
(261,777)
(57,663)

Effects of:


Expenses not deductible for tax purposes
5,477
7,232

Adjustments to tax charge in respect of prior periods
-
(69,362)

Changes in deferred tax rate leading to an increase in the tax charge
(79,533)
9,088

Other timing differences leading to an increase (decrease) in taxation
2,773
-

Fixed asset differences
(4,650)
-

Other differences leading to an increase (decrease) in the tax charge
-
4,234

Deferred tax asset not recognised
331,023
42,046

Total tax charge for the year
(6,687)
(64,425)


There were no factors that may affect future tax charges.

The Company has £1,334,062 (2021: £nil) of unutilised tax losses where no deferred tax asset has been recognised.

Page 19

 


DIVERSIFIED LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

13.


Tangible fixed assets





Motor vehicles
Fixtures and fittings
Office equipment
Other fixed assets
Total

£
£
£
£
£



Cost or valuation


At 1 January 2022
273,068
95,253
271,496
333,383
973,200


Additions
23
15,636
84,957
7,431
108,047



At 31 December 2022

273,091
110,889
356,453
340,814
1,081,247



Depreciation


At 1 January 2022
188,086
79,900
200,233
97,899
566,118


Charge for the year on owned assets
51,241
12,844
56,435
33,214
153,734



At 31 December 2022

239,327
92,744
256,668
131,113
719,852



Net book value



At 31 December 2022
33,764
18,145
99,785
209,701
361,395



At 31 December 2021
84,982
15,353
71,263
235,484
407,082


14.


Debtors

2022
2021
£
£

Due after more than one year

Amounts owed by group undertakings
2,192,219
2,040,391

2,192,219
2,040,391


2022
2021
£
£

Due within one year

Trade debtors
5,612,755
4,017,008

Amounts owed by group undertakings
3,266,394
2,276,278

Other debtors
708,977
440,720

Prepayments and accrued income
3,539,964
1,624,234

13,128,090
8,358,240


Page 20

 


DIVERSIFIED LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

15.


Creditors: Amounts falling due within one year

2022
2021
£
£

Trade creditors
3,566,861
1,192,940

Amounts owed to group undertakings
140,968
-

Corporation tax
577
260,381

Other taxation and social security
836,974
520,214

Other creditors
344,962
352,447

Accruals and deferred income
5,508,067
2,336,425

10,398,409
4,662,407



16.


Creditors: Amounts falling due after more than one year

2022
2021
£
£

Amounts owed to group undertakings
839,389
782,570

839,389
782,570



17.


Deferred taxation




2022


£






At beginning of year
(79,913)


Charged to profit or loss
6,687



At end of year
(73,226)

The provision for deferred taxation is made up as follows:

2022
2021
£
£


Accelerated capital allowances
(81,407)
(81,407)

Short term timing differences
8,181
1,494

(73,226)
(79,913)

Page 21

 


DIVERSIFIED LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

18.


Share capital

2022
2021
£
£
Allotted, called up and fully paid



100,000 (2021 - 100,000) Ordinary shares of £0.01 each
1,000
1,000

Each ordinary share carries voting rights and there are no restrictions on the distributions of dividends.


19.


Reserves

Profit and loss account

This reserve records retained earnings.


20.


Pension commitments

The Company operates a defined pensions scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £100,214 (2021: £82,972). At the year end, the amount due to the pension scheme was £23,148 (2021: £19,061).


21.


Commitments under operating leases

At 31 December 2022 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2022
2021
£
£


Not later than 1 year
234,199
245,899

Later than 1 year and not later than 5 years
316,207
550,407

550,406
796,306

Page 22

 


DIVERSIFIED LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

22.


Related party transactions

Included within amounts due from group undertakings is £3,572,506 (2021: £3,177,879) due from a parent company of Diversified Limited. Also included in amounts due from group undertakings is £2,105,159 (2021: £1,139,627) due from fellow subsidiaries.
Included within amounts owed to group undertakings is £Nil (2021: £Nil) due to a parent company of Diversified Limited. Also included within amounts due from group undertakings is £1,149,646 (2021: £782,570) due to fellow subsidiaries.
During the year, purchases of £33,218 (2021: £20,325) were made from a parent company of Diversified Limited and purchases of £70,451 (2021: £88,800) were made from fellow subsidiaries of Diversified Limited.
During the year sales of £132,247 (2021: £45,637) were made to parent company of Diversified Limited and sales of £1,455,059 (2021: £975,831) were made to fellow subsidiaries of Diversified Limited.
Units 9-13 Egham Business Village are leased from a Director and rent of £222,000 was paid to him in 2022 (2021: £nil). 


23.


Controlling party

The parent company of the smallest group for which consolidated financial statements are drawn up is One Diversified Netherlands Holding, B.V. The address of their registered office is: Herikerbergweg 88, 1101 CM Amsterdam, The Netherlands.
The ultimate parent company of Diversified Limited is Distinct Holdings Group, LLC, a company incorporated in the USA. The address of their registered office is: 2975 Northwoods Parkway, Norcross, GA 30071, USA.
 
Page 23