REGISTERED NUMBER: 07981158 (England and Wales) |
Group Strategic Report, Report of the Directors and |
Audited Consolidated Financial Statements |
for the Year Ended 31 December 2022 |
for |
REXWARD SOLUTIONS LIMITED |
REGISTERED NUMBER: 07981158 (England and Wales) |
Group Strategic Report, Report of the Directors and |
Audited Consolidated Financial Statements |
for the Year Ended 31 December 2022 |
for |
REXWARD SOLUTIONS LIMITED |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Contents of the Consolidated Financial Statements |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 4 |
Report of the Independent Auditors | 6 |
Consolidated Statement of Comprehensive Income | 10 |
Consolidated Statement of Financial Position | 11 |
Company Statement of Financial Position | 12 |
Consolidated Statement of Changes in Equity | 13 |
Company Statement of Changes in Equity | 14 |
Consolidated Statement of Cash Flows | 15 |
Notes to the Consolidated Statement of Cash Flows | 16 |
Notes to the Consolidated Financial Statements | 17 |
REXWARD SOLUTIONS LIMITED |
Company Information |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
DIRECTORS: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
SENIOR STATUTORY AUDITOR: | Dinesh Bathmanathan |
AUDITORS: |
Chartered Certified Accountants |
17 Plumbers Row |
Unit D |
London |
E1 1EQ |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Group Strategic Report |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
The directors present their strategic report of the company and the group for the year ended 31 December 2022. |
REVIEW OF BUSINESS |
The directors are pleased with the results of the group for the year. |
The results of the group show a profit on ordinary activities before tax of £2,407,247 (2021: £343,140). The turnover of the group amounted to £20,353,074 compared to £18,975,558 disclosed in the previous year. The gross profit for the current year was £2,662,829 compared to £2,439,031 in 2021. |
The state of affairs at the balance sheet date are considered to be satisfactory with net assets of the group at £9,109,997 (2021:£6,853,525). |
A review of the individual business activities within the group is given below: |
The results of the only trading subsidiary, F & J Arpino Limited, for the year, show a profit on ordinary activities before tax of £253,391 (2021: £134,443). The shareholders' funds of the company total £4,745,930 (2021:£4,606,031). |
The group also has a property investment company. The property held by Minverport Enterprises Limited is rented to its subsidiary; F&J Arpino Limited. The revenue of Minverport Enterprises Limited amounts to rental income of £275,000 (2021: £275,000). The shareholders fund of Minverport Enterprises Limited totals to £4,467,378 (2021: £2,350,805). |
PRINCIPAL RISKS AND UNCERTAINTIES |
The trading company's success is dependent on the proper selection, pricing and ongoing management of the risks in the cash and carry business. |
The risks and mitigation facing the trading company's set out below: |
Retention of customers |
The company has maintained strong relationships with each of its key customers and has established procedures for monitoring performance and service levels. |
Competitive risk |
The company offers a range of products to meet the demands of its customer base. Its cost base is kept under constant review to ensure it is efficient. |
Market conditions |
The company's ability to adapt quickly to changes in the marketplace mitigates the risk in this area. |
Exchange rate risk |
The company has exchange risk on imports and exports. The directors monitor trading and their exposure to such risk and take action needed to hedge such risk. |
Brexit risk |
The directors have assessed the risks and do not believe there will be be any significant risk to the business from Brexit. |
Resources risk |
The directors believe that the company has adequate financial resources in place to meet its forecast trading requirements and all risks and uncertainties are managed appropriately. |
Interest rate risk |
The exposure to market risk for changes in interest rates relates primarily to the bank overdrafts. The company has no substantial loans that may expose it to a substantial risk due to variability in interest rates. |
Credit risk |
The company's principal financial assets are stocks and cash. There is no credit risk attributable to both stocks and cash. |
Liquidity risk |
The objective is to maintain a balance between continuity of funding and flexibility through effective use of cash. The cash balance and cash generative nature of the business is forecast to continue and the directors are confident that there is sufficient headroom to cover liquidity risk. |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Group Strategic Report |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
KEY PERFORMANCE INDICATORS |
The directors use many performance indicators to monitor trading company's position. |
Among the financial performance indicator, the most important are overall gross profit margin, stock availability and |
stock levels. |
2022 | 2021 |
Revenue | 20,353,074 | 18,975,558 |
Gross profit margin | 13.08% | 12.85% |
Stock turnover | 6 | 7 |
Stock in hand (days) | 60 | 54 |
Sales increased by 7.26% and margins decreased slightly. Gross profit margin increased to 13.08% compared to 12.85% in the previous year. Stock turnover of 6 times decreased as compared to the 7 times in the last year. Stock in hand days increased to 60 days from 54 days in the previous year. |
Among the non financial performance indicator, the most important are health and safety, staff turnover and suppliers |
and customers satisfaction. |
The directors believe that the group has adequate resources in place to meet its forecast trading requirements and all risks and uncertainties are managed appropriately. |
FUTURE DEVELOPMENTS |
The group will continue to serve its varied portfolio of customers both in UK and globally whilst developing new products that deliver higher margins and improving the quality and margins on existing products. |
The directors are confident of delivering sustainable future growth in its sector. |
EMPLOYEES |
The group operates an equal opportunities policy. The aim of this policy is to ensure that there should be equal opportunity for all and this applies to external recruitment, internal appointments, terms of employment, conditions of service and opportunity for training and promotion regardless of gender, ethnic origin or disability. |
Disabled persons are given full and fair consideration for all types of vacancy in as much as the opportunities available are constrained by the practical limitations of the disability. Should, for whatever reason, an employee of the group become disabled whilst in our employment, every step, where appropriate, will be taken to assist with rehabilitation and suitable re-training. |
The group maintains its own health, safety and environmental policies covering all aspects of its operations. Regular meetings and inspections take place to ensure all legal requirements are adhered to and that the group is responsive to the needs of the employees and the environment. |
ON BEHALF OF THE BOARD: |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Report of the Directors |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
The directors present their report with the financial statements of the company and the group for the year ended 31 December 2022. |
PRINCIPAL ACTIVITY |
The principal activity of the company is that of a holding company. The company has a wholly owned subsidiary, Minverport Enterprises Limited, a company incorporated in England and Wales, whose principal activity is that of an investment and property investment company. F & J Arpino Limited, a company incorporated in England and Wales, is 100% subsidiary of Minverport Enterprises Limited and whose the principal activity is that of wholesalers of fancy goods and toiletries. |
DIVIDENDS |
An interim dividend of 116.67 per share was paid on 31 December 2022. The directors recommend that no final dividend be paid. |
The total distribution of dividends for the year ended 31 December 2022 will be £ 70,000 . |
FUTURE DEVELOPMENTS |
The directors anticipate the group to continue to operate profitably with an increase in turnover in 2023 and 2024. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2022 to the date of this report. |
POLITICAL DONATIONS AND EXPENDITURE |
During the year, the group made charitable donations totalling £10,601 (2021: £10,607). These donations were mainly amounts paid to McMillan Cancer Support, Edhi Foundation, Islamic Relief and Muslim Hands. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), 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 the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Report of the Directors |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
AUDITORS |
Sterling Associates resigned as auditors during the year and Kaiser Nouman Nathan LLP were appointed as the new auditors. |
The auditors, Kaiser Nouman Nathan LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Rexward Solutions Limited |
Opinion |
We have audited the financial statements of Rexward Solutions Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2022 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2022 and of the group's profit for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Rexward Solutions Limited |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. |
Report of the Independent Auditors to the Members of |
Rexward Solutions Limited |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors 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: |
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: |
- 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 the director and other management, and from our commercial knowledge and experience of the company's sector; |
- 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 the Companies Act 2006, taxation legislation and data protection, employment, health and safety legislation. |
- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence where necessary. |
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 transactions; |
- tested the appropriateness of journal entries; |
- assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and |
- investigated the rationale behind significant or unusual transactions. |
To address the risk that revenue could be misstated due to fraud, we: |
- obtained an understanding of the company's revenue recognition policies and compared these to the accounting standard; |
- performed a walkthrough to confirm our understanding of the processes and controls through which the business initiates, records, processes and reports revenue transactions; |
- tested a sample of revenue transactions to supporting evidence; and |
- tested, on a sample basis, revenue related balances in the balance sheet. |
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; |
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 director 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 for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
Report of the Independent Auditors to the Members of |
Rexward Solutions Limited |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Chartered Certified Accountants |
17 Plumbers Row |
Unit D |
London |
E1 1EQ |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Consolidated Statement of Comprehensive Income |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
2022 | 2021 |
Notes | £ | £ | £ | £ |
TURNOVER | 3 | 20,353,074 | 18,975,558 |
Cost of sales | 17,690,245 | 16,536,527 |
GROSS PROFIT | 2,662,829 | 2,439,031 |
Administrative expenses | 2,143,733 | 2,123,986 |
519,096 | 315,045 |
Other operating income | - | 71,893 |
OPERATING PROFIT | 5 | 519,096 | 386,938 |
Income from fixed asset investments | 7 | 177 | 167 |
Interest receivable and similar income | 8 | 108 | - |
285 | 167 |
519,381 | 387,105 |
Gain/loss on revaluation of investment property |
1,956,264 |
- |
2,475,645 | 387,105 |
Interest payable and similar expenses | 9 | 68,398 | 43,965 |
PROFIT BEFORE TAXATION | 2,407,247 | 343,140 |
Tax on profit | 10 | 80,775 | 62,663 |
PROFIT FOR THE FINANCIAL YEAR |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
2,326,472 |
280,477 |
Prior year adjustment | 13 | 2,300,623 |
TOTAL COMPREHENSIVE INCOME SINCE LAST ANNUAL REPORT |
4,627,095 |
Profit attributable to: |
Owners of the parent | 2,326,472 | 280,477 |
Total comprehensive income attributable to: |
Owners of the parent | 4,627,095 | 280,477 |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Consolidated Statement of Financial Position |
31 DECEMBER 2022 |
2022 | 2021 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 14 | 21,747 | - |
Tangible assets | 15 | 105,231 | 133,592 |
Investments | 16 |
Interest in associate | 44,000 | 44,000 |
Other investments | 16,280 | 16,280 |
Investment property | 17 | 7,600,000 | 5,700,000 |
7,787,258 | 5,893,872 |
CURRENT ASSETS |
Stocks | 18 | 2,909,069 | 2,498,143 |
Debtors | 19 | 4,187,931 | 4,503,464 |
Cash at bank and in hand | 339,837 | 281,987 |
7,436,837 | 7,283,594 |
CREDITORS |
Amounts falling due within one year | 20 | 3,833,691 | 3,806,806 |
NET CURRENT ASSETS | 3,603,146 | 3,476,788 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
11,390,404 |
9,370,660 |
CREDITORS |
Amounts falling due after more than one year |
21 |
(1,610,890 |
) |
(1,785,851 |
) |
PROVISIONS FOR LIABILITIES | 24 | (669,517 | ) | (731,284 | ) |
NET ASSETS | 9,109,997 | 6,853,525 |
CAPITAL AND RESERVES |
Called up share capital | 25 | 600 | 600 |
Merger reserves | 26 | - | 2,300,623 |
Fair value reserve | 26 | 2,950,000 | 993,736 |
Retained earnings | 26 | 6,159,397 | 3,558,566 |
SHAREHOLDERS' FUNDS | 9,109,997 | 6,853,525 |
The financial statements were approved by the Board of Directors and authorised for issue on 18 April 2024 and were signed on its behalf by: |
A Johar - Director |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Company Statement of Financial Position |
31 DECEMBER 2022 |
2022 | 2021 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 14 |
Tangible assets | 15 |
Investments | 16 |
Investment property | 17 |
CREDITORS |
Amounts falling due within one year | 20 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 25 |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 70,000 | 70,000 |
The financial statements were approved by the Board of Directors and authorised for issue on |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Consolidated Statement of Changes in Equity |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
Called up | Fair |
share | Retained | Merger | value | Total |
capital | earnings | reserves | reserve | equity |
£ | £ | £ | £ | £ |
Balance at 1 January 2021 | 600 | 3,348,089 | 2,300,623 | 993,736 | 6,643,048 |
Changes in equity |
Dividends | - | (70,000 | ) | - | - | (70,000 | ) |
Total comprehensive loss | - | (2,020,146 | ) | - | - | (2,020,146 | ) |
Balance at 31 December 2021 | 600 | 1,257,943 | 2,300,623 | 993,736 | 4,552,902 |
Prior year adjustment | - | 2,300,623 | - | - | 2,300,623 |
As restated | 600 | 3,558,566 | 2,300,623 | 993,736 | 6,853,525 |
Changes in equity |
Dividends | - | (70,000 | ) | - | - | (70,000 | ) |
Total comprehensive income | - | 370,208 | (2,300,623 | ) | 1,956,264 | 25,849 |
Balance at 31 December 2022 | 600 | 3,858,774 | - | 2,950,000 | 6,809,374 |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Company Statement of Changes in Equity |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 January 2021 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2021 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2022 |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Consolidated Statement of Cash Flows |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
2022 | 2021 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 427,311 | 370,969 |
Interest paid | (68,398 | ) | (43,965 | ) |
Tax paid | (86,279 | ) | (150,385 | ) |
Net cash from operating activities | 272,634 | 176,619 |
Cash flows from investing activities |
Purchase of intangible fixed assets | (21,930 | ) | - |
Purchase of tangible fixed assets | (7,069 | ) | (55,805 | ) |
Interest received | 108 | - |
Dividends received | 177 | 167 |
Net cash from investing activities | (28,714 | ) | (55,638 | ) |
Cash flows from financing activities |
New loans during the year | - | 2,000,000 |
Loan repayments in year | (62,054 | ) | (45,448 | ) |
Other | - | 11,875 |
Amount introduced by directors | 122,578 | - |
Amount withdrawn by directors | (122,578 | ) | (142,963 | ) |
Equity dividends paid | (70,000 | ) | (70,000 | ) |
Net cash from financing activities | (132,054 | ) | 1,753,464 |
Increase in cash and cash equivalents | 111,866 | 1,874,445 |
Cash and cash equivalents at beginning of year |
2 |
(101,760 |
) |
(1,976,205 |
) |
Cash and cash equivalents at end of year | 2 | 10,106 | (101,760 | ) |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Notes to the Consolidated Statement of Cash Flows |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2022 | 2021 |
£ | £ |
Profit before taxation | 2,407,247 | 343,140 |
Depreciation charges | 35,613 | 44,106 |
Gain on revaluation of fixed assets | (1,956,264 | ) | - |
Finance costs | 68,398 | 43,965 |
Finance income | (285 | ) | (167 | ) |
554,709 | 431,044 |
Increase in stocks | (410,926 | ) | (61,220 | ) |
Decrease/(increase) in trade and other debtors | 202,627 | (85,662 | ) |
Increase in trade and other creditors | 80,901 | 86,807 |
Cash generated from operations | 427,311 | 370,969 |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
Year ended 31 December 2022 |
31.12.22 | 1.1.22 |
£ | £ |
Cash and cash equivalents | 339,837 | 281,987 |
Bank overdrafts | (329,731 | ) | (383,747 | ) |
10,106 | (101,760 | ) |
Year ended 31 December 2021 |
31.12.21 | 1.1.21 |
£ | £ |
Cash and cash equivalents | 281,987 | 398,588 |
Bank overdrafts | (383,747 | ) | (2,374,793 | ) |
(101,760 | ) | (1,976,205 | ) |
3. | ANALYSIS OF CHANGES IN NET DEBT |
At 1.1.22 | Cash flow | At 31.12.22 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 281,987 | 57,850 | 339,837 |
Bank overdrafts | (383,747 | ) | 54,016 | (329,731 | ) |
(101,760 | ) | 111,866 | 10,106 |
Debt |
Debts falling due within 1 year | (180,578 | ) | - | (180,578 | ) |
Debts falling due after 1 year | (1,785,851 | ) | 174,961 | (1,610,890 | ) |
(1,966,429 | ) | 174,961 | (1,791,468 | ) |
Total | (2,068,189 | ) | 286,827 | (1,781,362 | ) |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Notes to the Consolidated Financial Statements |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
1. | STATUTORY INFORMATION |
Rexward Solutions Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Basis of consolidation |
The group financial statements consolidate the results and balance sheets of the parent and its material subsidiaries at the year end. The results of the material subsidiaries acquired are consolidated for the period from which control passed to the parent company using the acquisition basis of accounting. The results of the material subsidiaries disposed of during the period are consolidated up to the date of disposal. |
In the parent financial statements, investments in subsidiaries are carried at cost less impairment. |
Related party exemption |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
Critical accounting judgements and key sources of estimation uncertainty |
In the application of the groups accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying value of the 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. |
The estimates and underlying assumptions are reviewed on an ongoing basis. |
Turnover |
The parent company was dormant in the period. The income in Minverport Enterprises Limited is made up of rental income. The turnover of its subsidiary, F & J Arpino Limited represents invoiced sales of fancy good and toiletries excluding vale added tax. |
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the group 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 company has transferred the significant risks and rewards of ownership to the buyer; |
- the company 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 company 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. |
Tangible fixed assets |
Plant and machinery | - |
Motor vehicles | - |
Computer equipment | - |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Notes to the Consolidated Financial Statements - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
2. | ACCOUNTING POLICIES - continued |
Government grants |
Government grants, including non-monetary grants shall not be recognised until there is reasonable assurance that: |
(a) the entity will comply with the conditions attaching to them; and |
(b) the grants will be received. |
Investments in associates |
Investment in associate is recognised at cost less impairment. |
Investment property |
Investment properties are properties held to earn rentals and for capital appreciation. Investment properties are initially measured at cost, including transaction costs. Subsequently investment properties are measured at fair value. |
Gains and losses arising from changes in fair value of investment properties are included in profit or loss in the period in which they arise. |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Stocks in F & J Arpino Limited which consist of fancy good and toiletries are value at the lower of cost and net realisable value, after making due allowance for any obsolete and slow moving items. |
Financial instruments |
Basic financial assets, including trade and other receivables and cash and bank balances are initially recognised at transaction price, 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. |
Such assets are subsequently carried at amortised cost using the effective interest method. |
Basic financial liabilities, including trade and other payables, bank loans 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 receipts discounted at a market rate of interest. |
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Notes to the Consolidated Financial Statements - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
2. | ACCOUNTING POLICIES - continued |
Research and development |
Expenditure on research activities is recognised as an expense in the period in which it is incurred. |
In the event that an internally generated intangible asset arises from the company's development activities then it will be recognised only if all of the following conditions are met: |
- An asset is created that can be identified; |
- The project from which the asset arises meets the company's criteria for assessing technical feasibility; |
- It is probable that the asset created will generate future economic benefits; and |
- The development cost of the asset can be measured reliably. |
Internally generated intangible assets are amortised on a straight-line basis over their useful lives. Where no internally generated intangible asset can be recognised, development expenditure is recognised as an expense in the period in which it is incurred. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Hire purchase and leasing commitments |
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter. |
The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability. |
Fixed asset investment |
Fixed asset investments are shown at acquisition cost subject to any provisions for permanent diminution in the value. |
3. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by geographical market is given below: |
2022 | 2021 |
£ | £ |
United Kingdom | 6,535,434 | 6,002,454 |
Rest of the world | 13,817,640 | 12,973,104 |
20,353,074 | 18,975,558 |
4. | EMPLOYEES AND DIRECTORS |
2022 | 2021 |
£ | £ |
Wages and salaries | 1,423,546 | 1,465,890 |
Social security costs | 156,587 | 142,689 |
1,580,133 | 1,608,579 |
The average number of employees during the year was as follows: |
2022 | 2021 |
Management and administration | 9 | 9 |
Sales and marketing | 35 | 39 |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Notes to the Consolidated Financial Statements - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
4. | EMPLOYEES AND DIRECTORS - continued |
The average number of employees by undertakings that were proportionately consolidated during the year was 44 (2021 - 48 ) . |
2022 | 2021 |
£ | £ |
Directors' remuneration | 35,666 | 36,255 |
5. | OPERATING PROFIT |
The operating profit is stated after charging: |
2022 | 2021 |
£ | £ |
Depreciation - owned assets | 27,611 | 39,535 |
Depreciation - assets on hire purchase contracts or finance leases | 7,819 | 4,570 |
Development costs amortisation | 183 | - |
6. | AUDITORS' REMUNERATION |
2022 | 2021 |
£ | £ |
Fees payable to the company's auditors for the audit of the company's financial statements |
24,000 |
40,950 |
2022 | 2021 |
£ | £ |
Audit fees | 24,000 | 40,950 |
7. | INCOME FROM FIXED ASSET INVESTMENTS |
2022 | 2021 |
£ | £ |
Other fixed asset invest - FII | 177 | 167 |
8. | INTEREST RECEIVABLE AND SIMILAR INCOME |
2022 | 2021 |
£ | £ |
Deposit account interest | 108 | - |
9. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2022 | 2021 |
£ | £ |
Bank loan interest | 68,398 | 43,826 |
Interest on overdue tax | - | 139 |
68,398 | 43,965 |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Notes to the Consolidated Financial Statements - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
10. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
2022 | 2021 |
£ | £ |
Current tax: |
UK corporation tax | 86,539 | 60,524 |
Tax adjustment - prior years | (260 | ) | (164 | ) |
Total current tax | 86,279 | 60,360 |
Deferred tax | (5,504 | ) | 2,303 |
Tax on profit | 80,775 | 62,663 |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
2022 | 2021 |
£ | £ |
Profit before tax | 2,407,247 | 343,140 |
Profit multiplied by the standard rate of corporation tax in the UK of 19 % (2021 - 19 %) |
457,377 |
65,197 |
Effects of: |
Expenses not deductible for tax purposes | 98 | - |
Capital allowances in excess of depreciation | - | (4,641 | ) |
Depreciation in excess of capital allowances | 788 | - |
Profit on revaluation of investment property | (371,690 | ) | - |
Franked investment income adjustment | (34 | ) | (33 | ) |
Prior year adjustment | (260 | ) | (163 | ) |
Deferred tax | (5,504 | ) | 2,303 |
Total tax charge | 80,775 | 62,663 |
Factors that may affect future tax charges |
From 1 April 2023, the corporation tax main rate for non-ring fenced profits will be increased to 25% applying to profits over £250,000. A small profits rate (SPR) will also be introduced for companies with profits of £50,000 or less so that they will continue to pay corporation tax at 19%. Companies with profits between £50,000 and £250,000 will pay tax at the main rate reduced by a marginal relief providing a gradual increase in the effective corporation tax rate. |
11. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
12. | DIVIDENDS |
2022 | 2021 |
£ | £ |
Ordinary shares of 1.00 each |
Interim | 70,000 | 70,000 |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Notes to the Consolidated Financial Statements - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
13. | PRIOR YEAR ADJUSTMENT |
The prior periods adjustment relates to the negative goodwill on the share for share exchange undertaken in 2011 that was inadvertently recognised as Merger Reserve at the time. The Merger Reserve brought forward from previous years have now been written back to the Consolidated Profit & Loss in the year ended 31 December 2022. |
14. | INTANGIBLE FIXED ASSETS |
Group |
Development |
costs |
£ |
COST |
Additions | 21,930 |
At 31 December 2022 | 21,930 |
AMORTISATION |
Amortisation for year | 183 |
At 31 December 2022 | 183 |
NET BOOK VALUE |
At 31 December 2022 | 21,747 |
15. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
Plant and | and | Motor | Computer |
machinery | fittings | vehicles | equipment | Totals |
£ | £ | £ | £ | £ |
COST |
At 1 January 2022 | 468,596 | 189,583 | 39,635 | 68,856 | 766,670 |
Additions | 5,950 | - | - | 1,119 | 7,069 |
At 31 December 2022 | 474,546 | 189,583 | 39,635 | 69,975 | 773,739 |
DEPRECIATION |
At 1 January 2022 | 412,899 | 144,115 | 10,714 | 65,350 | 633,078 |
Charge for year | 8,429 | 18,551 | 7,230 | 1,220 | 35,430 |
At 31 December 2022 | 421,328 | 162,666 | 17,944 | 66,570 | 668,508 |
NET BOOK VALUE |
At 31 December 2022 | 53,218 | 26,917 | 21,691 | 3,405 | 105,231 |
At 31 December 2021 | 55,697 | 45,468 | 28,921 | 3,506 | 133,592 |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Notes to the Consolidated Financial Statements - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
15. | TANGIBLE FIXED ASSETS - continued |
Group |
Fixed assets, included in the above, which are held under hire purchase contracts or finance leases are as follows: |
Plant and | Motor |
machinery | vehicles | Totals |
£ | £ | £ |
COST |
At 1 January 2022 |
and 31 December 2022 | 14,400 | 39,635 | 54,035 |
DEPRECIATION |
At 1 January 2022 | 10,476 | 10,714 | 21,190 |
Charge for year | 589 | 7,230 | 7,819 |
At 31 December 2022 | 11,065 | 17,944 | 29,009 |
NET BOOK VALUE |
At 31 December 2022 | 3,335 | 21,691 | 25,026 |
At 31 December 2021 | 3,924 | 28,921 | 32,845 |
16. | FIXED ASSET INVESTMENTS |
Group | Company |
2022 | 2021 | 2022 | 2021 |
£ | £ | £ | £ |
Shares in group undertakings | - | - |
Participating interests | 44,000 | 44,000 |
Other investments not loans | 16,280 | 16,280 |
60,280 | 60,280 |
Additional information is as follows: |
Group |
Interest |
in |
associate |
£ |
COST |
At 1 January 2022 |
and 31 December 2022 | 44,000 |
NET BOOK VALUE |
At 31 December 2022 | 44,000 |
At 31 December 2021 | 44,000 |
Investments (neither listed nor unlisted) were as follows: |
2022 | 2021 |
£ | £ |
Cost/valuation b/f | 16,280 | 16,280 |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Notes to the Consolidated Financial Statements - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
16. | FIXED ASSET INVESTMENTS - continued |
Company |
Shares in |
group |
undertakings |
£ |
COST |
At 1 January 2022 |
and 31 December 2022 |
NET BOOK VALUE |
At 31 December 2022 |
At 31 December 2021 |
The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following: |
Subsidiaries |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
2022 | 2021 |
£ | £ |
Aggregate capital and reserves |
Profit for the year |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
2022 | 2021 |
£ | £ |
Aggregate capital and reserves |
Profit for the year |
Associated company |
Registered office: Accra-Ghana |
Nature of business: |
% |
Class of shares: | holding |
2022 | 2021 |
£ | £ |
Aggregate capital and reserves |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Notes to the Consolidated Financial Statements - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
17. | INVESTMENT PROPERTY |
Group |
Total |
£ |
FAIR VALUE |
At 1 January 2022 | 5,700,000 |
Revaluations | 1,900,000 |
At 31 December 2022 | 7,600,000 |
NET BOOK VALUE |
At 31 December 2022 | 7,600,000 |
At 31 December 2021 | 5,700,000 |
Investment property was revalued at £7,600,000 as at 31 December 2022 by A M R Surveyors Limited, Chartered Surveyors, RICS registered valuers (MRICS) on 28 February 2024. |
Fair value at 31 December 2022 is represented by: |
£ |
Valuation in 2018 | 1,700,000 |
Valuation in 2022 | 1,900,000 |
Cost | 4,000,000 |
7,600,000 |
18. | STOCKS |
Group |
2022 | 2021 |
£ | £ |
Finished goods | 2,909,069 | 2,498,143 |
19. | DEBTORS |
Group |
2022 | 2021 |
£ | £ |
Amounts falling due within one year: |
Trade debtors | 1,351,385 | 1,582,707 |
Amounts owed by participating interests | - | 112,906 |
Other debtors | 209,754 | 181,059 |
1,561,139 | 1,876,672 |
Amounts falling due after more than one | year: |
Other debtors | 2,626,792 | 2,626,792 |
Aggregate amounts | 4,187,931 | 4,503,464 |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Notes to the Consolidated Financial Statements - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
20. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2022 | 2021 | 2022 | 2021 |
£ | £ | £ | £ |
Bank loans and overdrafts (see note 22) | 510,309 | 564,325 |
Trade creditors | 2,849,061 | 2,838,987 |
Social security and other taxes | 123,014 | 131,163 |
Other creditors | 351,307 | 272,331 |
3,833,691 | 3,806,806 |
21. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group |
2022 | 2021 |
£ | £ |
Bank loans (see note 22) | 1,610,890 | 1,785,851 |
22. | LOANS |
An analysis of the maturity of loans is given below: |
Group |
2022 | 2021 |
£ | £ |
Amounts falling due within one year or on | demand: |
Bank overdrafts | 329,731 | 383,747 |
Bank loans | 180,578 | 180,578 |
510,309 | 564,325 |
Amounts falling due between one and two | years: |
Bank loans - 1-2 years | 180,578 | 180,578 |
Amounts falling due between two and five | years: |
Bank loans - 2-5 years | 1,430,312 | 1,605,273 |
23. | SECURED DEBTS |
The following secured debts are included within creditors: |
Group |
2022 | 2021 |
£ | £ |
Bank overdrafts | 329,731 | 383,747 |
Bank loans | 1,791,468 | 1,966,429 |
2,121,199 | 2,350,176 |
The group company, Minverport Enterprises Limited, acquired a new loan of £2,000,000 during the last year. New loan was acquired for a term of five years and interest is payable at the rate of 1.96% over the Bank of England base rate. |
The bank loan and overdraft is secured by a fixed and floating debenture over all its assets and undertakings, cross guarantee from the company and its subsidiary, first legal charges over the freehold property. |
REXWARD SOLUTIONS LIMITED (REGISTERED NUMBER: 07981158) |
Notes to the Consolidated Financial Statements - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
24. | PROVISIONS FOR LIABILITIES |
Group |
2022 | 2021 |
£ | £ |
Deferred tax |
Accelerated capital allowances | 19,517 | 25,020 |
Deferred tax | 650,000 | 706,264 |
669,517 | 731,284 |
Group |
Deferred |
tax |
£ |
Balance at 1 January 2022 | 731,284 |
Provided during year | (61,767 | ) |
Balance at 31 December 2022 | 669,517 |
25. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2022 | 2021 |
value: | as restated |
£ | £ |
Ordinary | 1.00 | 600 | 600 |
26. | RESERVES |
The merger reserve represents the differences on consolidation arising on the adoption of predecessor accounting. This comprises the difference between consideration paid and the book value of net assets acquired in the transaction. |
27. | CONTINGENT LIABILITIES |
There were no contingent liabilities at the balance sheet date. |
28. | CAPITAL COMMITMENTS |
The group had no capital commitments at 31 December 2022 or 31 December 2021. |
29. | AUDITOR LIABILITY LIMITATION AGREEMENT |
The group has entered into a liability limitation agreement with Kaiser Nouman Nathan LLP, the statutory auditors, in respect of the statutory audit for the year ended 31 December 2022. The proportionate liability agreement follows the standard terms in Appendix B to the Financial Report Council's June 2008 Guidance on Auditor Liability Agreements, and was approved by the members on 17 January 2024. |
30. | ULTIMATE CONTROLLING PARTY |
The directors are the ultimate controlling party by virtue of their holding the entire shareholding in the company. |