Company registration number 04668605 (England and Wales)
Seatriever International Holdings Limited
Annual report and Financial Statements
For the period ended 12 April 2023
Seatriever International Holdings Limited
Company information
Directors
Mr M L Ferguson
Mr J A L Halliburton
Mr J Moon
Company number
04668605
Registered office
Cheshire Business Park
Cheshire Avenue
Lostock Gralam
Northwich
Cheshire
CW9 7UA
Auditor
DJH Mitten Clarke Audit Limited
St George's House
56 Peter Street
Manchester
M2 3NQ
Seatriever International Holdings Limited
Contents
Page
Directors' report
1 - 2
Independent auditor's report
3 - 6
Group statement of comprehensive income
7
Group statement of financial position
8
Company statement of financial position
9
Group statement of changes in equity
10
Company statement of changes in equity
11
Group statement of cash flows
12
Notes to the financial statements
13 - 31
Seatriever International Holdings Limited
Directors' report
For the period ended 12 April 2023
- 1 -
The directors present their annual report and financial statements for the period ended 12 April 2023.
Principal activities
The principal activity of the group continued to be that of the production and development of the Illoom Balloon and Waterbuoy products.
The company's principal activity is that of a holding company providing management services to its subsidiary companies.
Results and dividends
The results for the period are set out on page 7.
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
Mr M L Ferguson
Mr J A L Halliburton
Mr J Moon
Auditor
DJH Mitten Clarke Audit Limited, have expressed their willingness to be appointed as auditors of the company. A resolution was proposed at the Annual General Meeting to appoint DJH Mitten Clarke Audit Limited as the auditors of the company.
Statement of directors' responsibilities
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then 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 ;
prepare the on the going concern basis unless it is inappropriate to presume that the group and 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 company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Seatriever International Holdings Limited
Directors' report (continued)
For the period ended 12 April 2023
- 2 -
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
Mr J A L Halliburton
Director
Seatriever International Holdings Limited
Independent auditor's report
To the members of Seatriever International Holdings Limited
- 3 -
Opinion
We have audited the financial statements of Seatriever International Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 12 April 2023 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the group's and the parent company's affairs as at 12 April 2023 and of the group's profit for the period then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Seatriever International Holdings Limited
Independent auditor's report (continued)
To the members of Seatriever International Holdings Limited
- 4 -
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the directors' report has 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 group and parent company and its environment obtained in the course of the audit, we have not identified material misstatements in 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; or
the directors were not entitled to take advantage of the small companies exemption from the requirement to prepare a strategic report.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Seatriever International Holdings Limited
Independent auditor's report (continued)
To the members of Seatriever International Holdings Limited
- 5 -
- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
- we identified the laws and regulations applicable to the company through discussions with directors and other management;
- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including legislation such as the Companies Act 2006, taxation legislation, data protection, employment, and health and safety legislation;
- we assessed the extent of compliance with the laws and regulations through making enquiries of management and reviewing legal and professional fee invoices and inspecting legal correspondence; and
- identified laws and regulations were communicated within the audit team and the audit team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
To address the risk of fraud through management bias and override of controls, we:
- performed analytical procedures to identify any unusual or unexpected relationships;
- tested journal entries posted during the period and at the period end to identify unusual transactions and agreed to underlying supporting documentation;
- investigated the rationale behind significant or unusual transactions; and
- performed walkthrough tests on major transaction cycles; and
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
- agreeing financial statement disclosures to underlying supporting documentation;
- enquiring of management as to actual and potential litigation and claims;and
- reviewing legal and professional fees incurred during the period to identify any potential indications of non-compliance with laws and regulations.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Other matters which we are required to address
The financial statements of Seatriever International Holdings Limited for the year ended 11 April 2022, were unaudited and as such no opinion has been expressed on those financial statements.
Sufficient and appropriate evidence was obtained in respect of the opening balances to ensure that they do not contain misstatements that materially affect the current year financial statements.
Seatriever International Holdings Limited
Independent auditor's report (continued)
To the members of Seatriever International Holdings Limited
- 6 -
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Joanne Beamish ACA FCCA (Senior Statutory Auditor)
For and on behalf of DJH Mitten Clarke Audit Limited
5 April 2024
Accountants & registered auditors
St George's House
56 Peter Street
Manchester
M2 3NQ
Seatriever International Holdings Limited
Group statement of comprehensive income
For the period ended 12 April 2023
- 7 -
Period
Year
ended
ended
12 April
11 April
2023
2022
as restated
Notes
£
£
Turnover
5
8,106,713
7,527,768
Cost of sales
(4,293,974)
(3,771,836)
Gross profit
3,812,739
3,755,932
Distribution costs
(910,344)
(899,091)
Administrative expenses
(2,108,920)
(2,790,012)
Other operating income
10,254
23,702
Operating profit
6
803,729
90,531
Interest payable and similar expenses
9
(163,581)
(152,564)
Profit/(loss) before taxation
640,148
(62,033)
Tax on profit/(loss)
11
(15,643)
(64,549)
Profit/(loss) for the financial period
624,505
(126,582)
Other comprehensive income
Currency translation loss arising in the period
(44,617)
(11,971)
Total comprehensive income for the period
579,888
(138,553)
Profit/(loss) for the financial period is all attributable to the owners of the parent company.
Total comprehensive income for the period is all attributable to the owners of the parent company.
Seatriever International Holdings Limited
Group statement of financial position
As at 12 April 2023
12 April 2023
- 8 -
12 April 2023
11 April 2022
as restated
Notes
£
£
£
£
Fixed assets
Intangible assets
12
3,368,780
3,155,476
Tangible assets
13
537,455
620,730
3,906,235
3,776,206
Current assets
Stocks
15
1,502,211
1,655,747
Debtors
16
1,411,679
2,121,192
Cash at bank and in hand
86,532
71,368
3,000,422
3,848,307
Creditors: amounts falling due within one year
17
(2,942,826)
(4,041,466)
Net current assets/(liabilities)
57,596
(193,159)
Total assets less current liabilities
3,963,831
3,583,047
Creditors: amounts falling due after more than one year
18
(563,476)
(768,770)
Provisions for liabilities
Deferred tax liability
21
(1,845)
(8,035)
1,845
8,035
Net assets
3,402,200
2,822,312
Capital and reserves
Called up share capital
23
1,228
1,228
Share premium account
3,186,358
3,186,358
Other reserves
(4,184)
40,433
Profit and loss reserves
218,798
(405,707)
Total equity
3,402,200
2,822,312
The financial statements were approved by the board of directors and authorised for issue on 5 April 2024 and are signed on its behalf by:
05 April 2024
Mr J A L Halliburton
Director
Company registration number 04668605 (England and Wales)
Seatriever International Holdings Limited
Comapny statement of financial position
As at 12 April 2023
12 April 2023
- 9 -
12 April 2023
11 April 2022
as restated
Notes
£
£
£
£
Fixed assets
Intangible assets
12
3,190,699
2,985,403
Tangible assets
13
110,734
133,331
3,301,433
3,118,734
Current assets
Debtors
16
959,050
719,493
Cash at bank and in hand
2,936
9,410
961,986
728,903
Creditors: amounts falling due within one year
17
(466,532)
(461,329)
Net current assets
495,454
267,574
Total assets less current liabilities
3,796,887
3,386,308
Creditors: amounts falling due after more than one year
18
(563,476)
(768,770)
Net assets
3,233,411
2,617,538
Capital and reserves
Called up share capital
23
1,228
1,228
Share premium account
3,186,358
3,186,358
Profit and loss reserves
45,825
(570,048)
Total equity
3,233,411
2,617,538
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £615,873 (2022 - £93,288 loss).
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 5 April 2024 and are signed on its behalf by:
05 April 2024
Mr J A L Halliburton
Director
Company registration number 04668605 (England and Wales)
Seatriever International Holdings Limited
Group statement of changes in equity
For the period ended 12 April 2023
- 10 -
Share capital
Share premium account
Currency translation reserve
Profit and loss reserves
Total
£
£
£
£
£
As restated for the period ended 11 April 2022:
Balance at 12 April 2021
1,228
3,186,358
52,404
(682,022)
2,557,968
Effect of change in accounting policy
-
-
-
402,897
402,897
As restated
1,228
3,186,358
52,404
(279,125)
2,960,865
Year ended 11 April 2022:
Loss for the year
-
-
-
(126,582)
(126,582)
Other comprehensive income:
Currency translation differences
-
-
(11,971)
(11,971)
Total comprehensive income
-
-
(11,971)
(126,582)
(138,553)
Balance at 11 April 2022
1,228
3,186,358
40,433
(405,707)
2,822,312
Period ended 12 April 2023:
Profit for the period
-
-
-
624,505
624,505
Other comprehensive income:
Currency translation differences
-
-
(44,617)
(44,617)
Total comprehensive income
-
-
(44,617)
624,505
579,888
Balance at 12 April 2023
1,228
3,186,358
(4,184)
218,798
3,402,200
Seatriever International Holdings Limited
Company statement of changes in equity
For the period ended 12 April 2023
- 11 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
As restated for the period ended 11 April 2022:
Balance at 12 April 2021
1,228
3,186,358
(782,722)
2,404,864
Effect of change in accounting policy
-
-
305,963
305,963
As restated
1,228
3,186,358
(476,759)
2,710,827
Year ended 11 April 2022:
Loss and total comprehensive income for the year
-
-
(93,289)
(93,289)
Balance at 11 April 2022
1,228
3,186,358
(570,048)
2,617,538
Period ended 12 April 2023:
Profit and total comprehensive income
-
-
615,873
615,873
Balance at 12 April 2023
1,228
3,186,358
45,825
3,233,411
Seatriever International Holdings Limited
Group statement of cash flows
For the period ended 12 April 2023
- 12 -
2023
2022
as restated
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
1
704,744
1,243,742
Interest paid
(163,581)
(152,564)
Income taxes refunded/(paid)
75,389
(105,628)
Net cash inflow from operating activities
616,552
985,550
Investing activities
Purchase of intangible assets
(439,680)
(489,195)
Purchase of tangible fixed assets
(15,116)
(58,507)
Proceeds from disposal of tangible fixed assets
16,443
-
Net cash used in investing activities
(438,353)
(547,702)
Financing activities
Repayment of borrowings
(90,837)
247,694
Repayment of bank loans
(7,465)
(188,779)
Payment of finance leases obligations
(10,136)
(384,955)
Net cash used in financing activities
(108,438)
(326,040)
Net increase in cash and cash equivalents
69,761
111,808
Cash and cash equivalents at beginning of period
(225,255)
(337,063)
Effect of foreign exchange rates
(44,617)
Cash and cash equivalents at end of period
(200,111)
(225,255)
Relating to:
Cash at bank and in hand
86,532
71,368
Bank overdrafts included in creditors payable within one year
(286,643)
(296,623)
Seatriever International Holdings Limited
Group statement of cash flows (continued)
For the period ended 12 April 2023
- 13 -
1
Cash generated from group operations
2023
2022
£
£
Profit/(loss) for the period after tax
624,505
(126,582)
Adjustments for:
Taxation charged
15,643
64,549
Finance costs
163,581
152,564
Loss on disposal of tangible fixed assets
1,945
-
Amortisation and impairment of intangible assets
226,376
178,673
Depreciation and impairment of tangible fixed assets
80,003
151,861
Movements in working capital:
Decrease/(increase) in stocks
153,536
(319,543)
Decrease/(increase) in debtors
636,996
(127,663)
(Decrease)/increase in creditors
(1,197,841)
1,269,883
Cash generated from operations
704,744
1,243,742
2
Analysis of changes in net debt - group
12 April 2022
Cash flows
Exchange rate movements
12 April 2023
£
£
£
£
Cash at bank and in hand
71,368
59,781
(44,617)
86,532
Bank overdrafts
(296,623)
9,980
-
(286,643)
(225,255)
69,761
(44,617)
(200,111)
Borrowings excluding overdrafts
(400,067)
98,302
-
(301,765)
Obligations under finance leases
(23,531)
10,136
-
(13,395)
(648,853)
178,199
(44,617)
(515,271)
Seatriever International Holdings Limited
Notes to the group financial statements
For the period ended 12 April 2023
- 14 -
3
Accounting policies
Company information
Seatriever International Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Cheshire Business Park, Cheshire Avenue, Lostock Gralam, Northwich, Cheshire, CW9 7UA.
The group consists of Seatriever International Holdings Limited and all of its subsidiaries.
3.1
Reporting period
The financial statements represent a period of 366 days. The period was extended due to operational purposes. This therefore means the comparative amounts presented (including the related notes) are not entirely comparable.
3.2
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Non disclosure of related party transactions for wholly owned subsidiaries and key management personnel
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
3
Accounting policies
(Continued)
- 15 -
3.3
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Seatriever International Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 12 April 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
3.4
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
The group entities continue to retain the support of the parent company in order to meet their present and future obligations.
3.5
Turnover
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the group has transferred the significant risks and rewards of ownership to the buyer;
the group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.
3.6
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
3.7
Intangible fixed assets other than goodwill
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
Development expenditure is capitalised based on management's judgements that technical and economic feasibility is confirmed, usually when a product development project has reached a defined milestone.
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
3
Accounting policies
(Continued)
- 16 -
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Patents & licences
20 years
Development costs
5-20 years
3.8
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold land and buildings
5 years
Plant and equipment
3-10 years
Fixtures and fittings
5-10 years
Computers
3 years
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.
3.9
Fixed asset investments
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
3.10
Impairment of fixed assets
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
3.11
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
3.12
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
3
Accounting policies
(Continued)
- 17 -
3.13
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
3
Accounting policies
(Continued)
- 18 -
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
3.14
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
3
Accounting policies
(Continued)
- 19 -
3.15
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
3.16
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
3.17
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
3.18
Foreign exchange
Functional and presentation currency
The company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into functional currency using the average weekly exchange rates for the week in which the transaction occurred.
Transactions in currencies other than pounds sterling are recorded using the average weekly exchange rates for the week in which the transaction occurred.. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are presented within other comprehensive income.
On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transaction took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
- 20 -
4
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Impairment of Intangible Assets
The development of intangible assets involves some uncertainty around the future economic benefits being derived from the assets. Management assess whether any indicators of impairment exist, reviewing sources of both internal and external information.
Determining useful lives of intangible assets
The group amortise intangible assets over their estimated useful lives. The estimation of the useful lives of assets is based on management's assessment of the period over which the asset is expected to generate future economic benefit for the Group. The actual lives of these assets can vary depending on a variety of factors, including technological innovation, consumer trends and other external factors such as brand reputation and economic conditions.
5
Turnover
2023
2022
£
£
Turnover analysed by geographical market
UK
905,480
927,297
Outside of UK
7,201,233
6,600,471
8,106,713
7,527,768
6
Operating profit
2023
2022
£
£
Operating profit for the period is stated after charging:
Depreciation of owned tangible fixed assets
80,003
105,472
Loss on disposal of tangible fixed assets
1,945
-
Amortisation of intangible assets
226,376
178,675
Operating lease charges
200,069
223,019
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
- 21 -
7
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
76,071
44,190
8
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
34,000
30,000
34,000
30,000
9
Interest payable and similar expenses
2023
2022
£
£
Interest on bank overdrafts and loans
162,929
152,517
Other interest
652
47
Total finance costs
163,581
152,564
10
Employees
The average monthly number of persons (including directors) employed by the group and company during the period was:
Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Staff
30
45
28
32
Their aggregate remuneration comprised:
Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
1,124,830
1,308,898
860,320
1,045,226
Social security costs
145,181
143,768
133,685
132,135
Pension costs
84,707
91,022
52,538
58,112
1,354,718
1,543,688
1,046,543
1,235,473
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
- 22 -
11
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
15,643
64,549
The actual charge for the period can be reconciled to the expected charge/(credit) for the period based on the profit or loss and the standard rate of tax as follows:
2023
2022
£
£
Profit/(loss) before taxation
640,148
(62,033)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 19.00% (2022: 19.00%)
121,628
(11,786)
Tax effect of expenses that are not deductible in determining taxable profit
42,041
Tax effect of utilisation of tax losses not previously recognised
(168,811)
(52,557)
Adjustments in respect of prior years
35,921
Permanent capital allowances in excess of depreciation
7,260
34,361
Effect of taxation of overseas subsidiary
13,525
58,610
Taxation charge
15,643
64,549
On 24 May 2022 it was substantively enacted that the UK main rate of Corporation Tax would increase to 25% applying to profits over £250,000 for the financial year beginning 1 April 2023.
12
Intangible fixed assets
Group
Patents & licences
Development costs
Total
£
£
£
Cost
At 12 April 2022
1,753,343
2,162,100
3,915,443
Additions - internally developed
421,770
421,770
Additions - separately acquired
17,910
17,910
At 12 April 2023
1,771,253
2,583,870
4,355,123
Amortisation and impairment
At 12 April 2022
501,548
258,419
759,967
Amortisation charged for the period
116,718
109,658
226,376
At 12 April 2023
618,266
368,077
986,343
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
12
Intangible fixed assets
(Continued)
- 23 -
Carrying amount
At 12 April 2023
1,152,987
2,215,793
3,368,780
At 11 April 2022
1,251,795
1,903,681
3,155,476
Company
Patents & licences
Development costs
Total
£
£
£
Cost
At 12 April 2022
1,555,370
2,162,100
3,717,470
Additions - internally developed
421,770
421,770
At 12 April 2023
1,555,370
2,583,870
4,139,240
Amortisation and impairment
At 12 April 2022
473,648
258,419
732,067
Amortisation charged for the period
106,816
109,658
216,474
At 12 April 2023
580,464
368,077
948,541
Carrying amount
At 12 April 2023
974,906
2,215,793
3,190,699
At 11 April 2022
1,081,722
1,903,681
2,985,403
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
- 24 -
13
Tangible fixed assets
Group
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Computers
Total
£
£
£
£
£
Cost
At 12 April 2022
142,011
1,095,438
71,572
259,642
1,568,663
Additions
2,529
12,587
15,116
Disposals
(20,408)
(20,408)
At 12 April 2023
142,011
1,077,559
71,572
272,229
1,563,371
Depreciation and impairment
At 12 April 2022
62,125
624,344
46,796
214,668
947,933
Depreciation charged in the period
10,689
42,884
4,975
21,455
80,003
Eliminated in respect of disposals
(2,020)
(2,020)
At 12 April 2023
72,814
665,208
51,771
236,123
1,025,916
Carrying amount
At 12 April 2023
69,197
412,351
19,801
36,106
537,455
At 11 April 2022
79,886
471,094
24,776
44,974
620,730
Company
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Computers
Total
£
£
£
£
£
Cost
At 12 April 2022
78,815
32,640
51,208
245,814
408,477
Additions
12,587
12,587
At 12 April 2023
78,815
32,640
51,208
258,401
421,064
Depreciation and impairment
At 12 April 2022
37,442
8,674
27,900
201,130
275,146
Depreciation charged in the period
6,107
3,185
4,702
21,190
35,184
At 12 April 2023
43,549
11,859
32,602
222,320
310,330
Carrying amount
At 12 April 2023
35,266
20,781
18,606
36,081
110,734
At 11 April 2022
41,373
23,966
23,308
44,684
133,331
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
- 25 -
14
Subsidiaries
Details of the company's subsidiaries at 12 April 2023 are as follows:
Illoom Balloon USA LLC, Seatriever International Holdings USA Inc, Waterbuoy Technologies USA LLC and Donguan Yilun Industrial Co. Limited are held indirectly.
Details of the company's subsidiaries at 12 April 2023 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Illoom Balloon Limited
England and Wales
Ordinary
100.00
Waterbuoy Technologies Limited
England and Wales
Ordinary
100.00
Illoom Balloon USA LLC
USA
Ordinary
100.00
Seatriever International Holdings USA Inc
USA
Ordinary
100.00
Waterbuoy Technologies USA LLC
USA
Ordinary
100.00
Donguan Yilun Industrial Co. Limited
China
Ordinary
100.00
15
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Finished goods and goods for resale
1,502,211
1,655,747
16
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
996,835
1,386,009
3,411
2,161
Corporation tax recoverable
70,826
70,826
Amounts owed by group undertakings
-
-
837,423
540,349
Other debtors
189,221
483,487
29
Prepayments and accrued income
225,623
180,870
118,216
106,128
1,411,679
2,121,192
959,050
719,493
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
- 26 -
17
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
19
377,480
394,925
90,837
98,302
Obligations under finance leases
20
7,195
10,137
7,195
10,137
Trade creditors
1,188,036
1,494,931
171,028
99,880
Corporation tax payable
14,016
20,571
Other taxation and social security
106,794
149,797
31,576
69,676
Other creditors
1,249,305
1,991,676
145,325
183,334
2,942,826
4,041,466
466,532
461,329
Included within creditors above are factored debtors which are secured over the trade debtors of the group.
18
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Obligations under finance leases
20
6,200
13,394
6,200
13,394
Other borrowings
19
210,928
301,765
210,928
301,765
Other creditors
346,348
453,611
346,348
453,611
563,476
768,770
563,476
768,770
Included within the group other creditors is a balance of £309,637 (2022: £453,611) owing to the directors of the company.
Other borrowings include £210,928 (2022 - £301,765) of loan notes due to the directors.
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
- 27 -
19
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank loans
90,837
98,302
90,837
98,302
Bank overdrafts
286,643
296,623
Other loans
210,928
301,765
210,928
301,765
588,408
696,690
301,765
400,067
Payable within one year
377,480
394,925
90,837
98,302
Payable after one year
210,928
301,765
210,928
301,765
The bank overdraft is secured by way of a fixed and floating charge, held by The Royal Bank of Scotland, over all the property and undertakings of the Company.
20
Finance lease obligations
Group
Company
2023
2022
2023
2022
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
7,195
10,137
7,195
10,137
In two to five years
6,200
13,394
6,200
13,394
13,395
23,531
13,395
23,531
Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets.
The hire purchase creditors are secured directly over the assets financed.
21
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
2023
2022
Group
£
£
Accelerated capital allowances
(1,845)
(8,035)
The company has no deferred tax assets or liabilities.
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
21
Deferred taxation
(Continued)
- 28 -
Group
Company
2023
2023
Movements in the period:
£
£
Asset at 12 April 2022
(8,035)
-
Charge to profit or loss
6,190
-
Asset at 12 April 2023
(1,845)
-
The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.
22
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
84,707
91,022
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
23
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.01p each
12,281,600
12,281,600
1,228
1,228
24
Reserves
Foreign Exchange Reserve
Included in other reserves is a foreign exchange reserve. The foreign exchange reserve records the net exchange gains and losses recognised on the translation of subsidiary companies' financial statements to the presentational currency of (£).
Share Premium Reserve
The share premium reserve comprises amounts received above nominal value on issued shares less transactions costs incurred on the share issue. The use of this reserve is restricted by the Companies Act 2006.
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
- 29 -
25
Pension commitments
The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £52,538 (£58,112 - 2022).
At the balance sheet date, the amount of unpaid pension contributions was £8,165 (2022 - £13,933).
26
Operating lease commitments
Lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2023
2022
2023
2022
£
£
£
£
Within one year
299,734
266,964
94,667
78,282
Between two and five years
440,401
723,750
189,334
267,616
740,135
990,714
284,001
345,898
27
Ultimate controlling party
By virtue of the shareholding in the company, the ultimate controlling party is Mr J A L Halliburton.
28
Prior period adjustment
The prior year adjustments have occurred due to the reallocation of various balance sheet items. In addition to this adjustments have been made to the group intercompany management charges which has resulted in a restatement.
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
28
Prior period adjustment
(Continued)
- 30 -
Changes to the statement of financial position - group
As previously reported
Adjustment
As restated at 11 Apr 2022
£
£
£
Fixed assets
Other intangibles
2,668,815
486,661
3,155,476
Tangible assets
448,564
172,166
620,730
Current assets
Stocks
1,632,107
23,640
1,655,747
Debtors due within one year
2,506,450
(385,258)
2,121,192
Creditors due within one year
Loans and overdrafts
(296,623)
(98,302)
(394,925)
Finance leases
-
(10,137)
(10,137)
Taxation
(148,342)
(1,455)
(149,797)
Other creditors
(3,411,182)
(75,425)
(3,486,607)
Creditors due after one year
Loans and overdrafts
(103,680)
(198,085)
(301,765)
Finance leases
(319,744)
306,350
(13,394)
Other creditors
(353,229)
(100,382)
(453,611)
Provisions for liabilities
Deferred tax
(90,399)
98,434
8,035
Net assets
2,604,105
218,207
2,822,312
Capital and reserves
Profit and loss reserves
(623,914)
218,207
(405,707)
Changes to the income statement - group
As previously reported
Adjustment
As restated
Period ended 11 April 2022
£
£
£
Turnover
7,624,570
(96,802)
7,527,768
Administrative expenses
(2,702,122)
(87,890)
(2,790,012)
Profit/(loss) after taxation
58,110
(184,692)
(126,582)
Seatriever International Holdings Limited
Notes to the group financial statements (continued)
For the period ended 12 April 2023
28
Prior period adjustment
(Continued)
- 31 -
Changes to the statement of financial position - company
As previously reported
Adjustment
As restated at 11 Apr 2022
£
£
£
Fixed assets
Other intangibles
2,350,510
634,893
2,985,403
Tangible assets
47,394
85,937
133,331
Current assets
Debtors due within one year
1,505,374
(785,881)
719,493
Creditors due within one year
Loans and overdrafts
-
(98,302)
(98,302)
Finance leases
-
(10,137)
(10,137)
Taxation
(68,221)
(1,455)
(69,676)
Other creditors
(468,750)
185,536
(283,214)
Creditors due after one year
Loans and overdrafts
(103,680)
(198,085)
(301,765)
Finance leases
(319,744)
306,350
(13,394)
Other creditors
(353,229)
(100,382)
(453,611)
Provisions for liabilities
Deferred tax
(98,434)
98,434
Net assets
2,500,630
116,908
2,617,538
Capital and reserves
Profit and loss reserves
(686,956)
116,908
(570,048)
Changes to the income statement - company
As previously reported
Adjustment
As restated
Period ended 11 April 2022
£
£
£
Turnover
2,107,225
(147,226)
1,959,999
Administrative expenses
(1,985,696)
(41,829)
(2,027,525)
Profit/(loss) after taxation
95,766
(189,055)
(93,289)
2023-04-122022-04-12falseCCH SoftwareCCH Accounts Production 2023.300Mr M L FergusonMr J A L HalliburtonMr J 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