Company registration number 05554698 (England and Wales)
SCOVILL FASTENERS (UK) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2022
SCOVILL FASTENERS (UK) LIMITED
COMPANY INFORMATION
Directors
Mr S S McEntyre
Mr B Yano
Secretary
Mr P R Sandringham
Company number
05554698
Registered office
The Old Courtyard
11 Lower Cookham Road
Maidenhead
Berkshire
United Kingdom
SL6 8JN
Auditor
Azets Audit Services
Suites B & D
Burnham Yard
London End
Beaconsfield
Buckinghamshire
United Kingdom
HP9 2JH
SCOVILL FASTENERS (UK) LIMITED
CONTENTS
Page
Directors' report
2
Directors' responsibilities statement
1
Independent auditor's report
3 - 5
Profit and loss account
6
Statement of comprehensive income
7
Balance sheet
8
Statement of changes in equity
9
Notes to the financial statements
10 - 16
SCOVILL FASTENERS (UK) LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 1 -

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 company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

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

SCOVILL FASTENERS (UK) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 2 -

The directors present their annual report and financial statements for the year ended 30 September 2022.

Principal activities

The principal activity of the company continued to be that of importing and selling of fasteners.

Results and dividends

The results for the year are set out on page 6.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr S S McEntyre
Mr G P Reinert
(Resigned 31 December 2021)
Mr B Yano
Auditor

The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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 company’s auditor 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 company’s auditor is aware of that information.

Going concern

Post year end the decision was made to manage all Scovill Fasteners (UK) Limited business through Morito Scovill Americas, LLC. As such Scovill Fasteners (UK) Limited will cease to trade effective from 31 December 2023. The directors have a reasonable expectation that the company has adequate resources to fulfil its financial obligations as and when they fall due until this point. The financial statements are therefore prepared on a basis other than going concern.

On behalf of the board
Mr S S McEntyre
Director
22 December 2023
SCOVILL FASTENERS (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SCOVILL FASTENERS (UK) LIMITED
- 3 -
Opinion

We have audited the financial statements of Scovill Fasteners (UK) Limited (the 'company') for the year ended 30 September 2022 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the 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 a basis of accounting other than going concern in the preparation of the financial statements is appropriate.

 

We draw attention to note 2 of the financial statements which discloses the basis under which these financial statements have been prepared. In accordance with their responsibilities as directors, the directors have concluded that the going concern basis of accounting is inappropriate in preparing these financial statements due to the company ceasing to trade on 31 December 2023. The directors have therefore adopted a basis of accounting other than going concern in preparing these financial statements. Our opinion is not modified in respect of this matter.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

SCOVILL FASTENERS (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SCOVILL FASTENERS (UK) LIMITED
- 4 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

 

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

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.

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.

SCOVILL FASTENERS (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SCOVILL FASTENERS (UK) LIMITED
- 5 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

 

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

 

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Jack Tatschner ACA
Senior Statutory Auditor
For and on behalf of Azets Audit Services
23 December 2023
Chartered Accountants
Statutory Auditor
Suites B & D
Burnham Yard
London End
Beaconsfield
Buckinghamshire
United Kingdom
HP9 2JH
SCOVILL FASTENERS (UK) LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 6 -
2022
2021
Notes
£
£
Turnover
3
1,394,073
1,103,656
Cost of sales
(883,136)
(663,548)
Gross profit
510,937
440,108
Administrative expenses
(406,265)
(335,464)
Operating profit
4
104,672
104,644
Interest payable and similar expenses
6
-
0
(523)
Profit before taxation
104,672
104,121
Tax on profit
7
(22,234)
(19,703)
Profit for the financial year
82,438
84,418

The profit and loss account has been prepared on the basis that all operations are continuing operations.

SCOVILL FASTENERS (UK) LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 7 -
2022
2021
£
£
Profit for the year
82,438
84,418
Other comprehensive income
-
-
Total comprehensive income for the year
82,438
84,418
SCOVILL FASTENERS (UK) LIMITED
BALANCE SHEET
AS AT
30 SEPTEMBER 2022
30 September 2022
- 8 -
2022
2021
Notes
£
£
£
£
Current assets
Stocks
10
345,567
233,294
Debtors
11
423,420
192,037
Cash at bank and in hand
389,221
498,521
1,158,208
923,852
Creditors: amounts falling due within one year
12
(286,097)
(134,179)
Net current assets
872,111
789,673
Capital and reserves
Called up share capital
13
100
100
Profit and loss reserves
872,011
789,573
Total equity
872,111
789,673
The financial statements were approved by the board of directors and authorised for issue on 22 December 2023 and are signed on its behalf by:
Mr S S McEntyre
Director
Company Registration No. 05554698
SCOVILL FASTENERS (UK) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 9 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 October 2020
100
927,912
928,012
Year ended 30 September 2021:
Profit and total comprehensive income for the year
-
84,418
84,418
Dividends
8
-
(222,757)
(222,757)
Balance at 30 September 2021
100
789,573
789,673
Year ended 30 September 2022:
Profit and total comprehensive income for the year
-
82,438
82,438
Balance at 30 September 2022
100
872,011
872,111
SCOVILL FASTENERS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 10 -
1
Accounting policies
Company information

Scovill Fasteners (UK) Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Old Courtyard, 11 Lower Cookham Road, Maidenhead, Berkshire, United Kingdom, SL6 8JN.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This 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:

 

 

The financial statements of the company are consolidated in the financial statements of Morito Co., Limited. These consolidated financial statements are available from its registered office, Morito Co., Limited. 4-2-4 Minami Hommachi, Chuo-ku, Osaka, Japan.

1.2
Going concern

Post year end the decision was made to manage all Scovill Fasteners (UK) Limited business through Morito Scovill Americas, LLC. As such Scovill Fasteners (UK) Limited will cease to trade effective from 31 December 2023. The directors have a reasonable expectation that the company has adequate resources trueto fulfil its financial obligations as and when they fall due until this point. The financial statements are therefore prepared on a basis other than going concern.

1.3
Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

1.4
Stocks

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

SCOVILL FASTENERS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 11 -
1.5
Financial instruments

The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

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

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 company 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 company after deducting all of its liabilities.

SCOVILL FASTENERS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 12 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

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

 

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

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.6
Taxation

The tax expense represents the tax currently payable.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

1.7
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. 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 included in profit or loss.

SCOVILL FASTENERS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 13 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’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.

3
Turnover
2022
2021
£
£
Turnover analysed by geographical market
United Kingdom
555,396
234,470
Europe
772,583
824,901
Rest of World
66,095
44,285
1,394,074
1,103,656
4
Operating profit
2022
2021
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange gains
(82,641)
(629)
Fees payable to the company's auditor for the audit of the company's financial statements
61,920
12,252
5
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2022
2021
Number
Number
Administration & Sales
1
1

Their aggregate remuneration comprised:

2022
2021
£
£
Wages and salaries
116,626
121,708
Social security costs
3,568
5,129
120,194
126,837
SCOVILL FASTENERS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 14 -
6
Interest payable and similar expenses
2022
2021
£
£
Other interest
-
0
523
7
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
22,234
19,703

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

2022
2021
£
£
Profit before taxation
104,672
104,121
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
19,888
19,783
Tax effect of expenses that are not deductible in determining taxable profit
2,346
(80)
Taxation charge for the year
22,234
19,703
8
Dividends
2022
2021
£
£
Final paid
-
0
222,757
9
Tangible fixed assets
Plant and equipment
£
Cost
At 1 October 2021 and 30 September 2022
7,833
Depreciation and impairment
At 1 October 2021 and 30 September 2022
7,833
Carrying amount
At 30 September 2022
-
0
At 30 September 2021
-
0
SCOVILL FASTENERS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 15 -
10
Stocks
2022
2021
£
£
Finished goods and goods for resale
345,567
233,294
11
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
384,129
145,378
Amounts owed by group undertakings
-
0
22,451
Other debtors
30,496
22,197
Prepayments and accrued income
8,795
2,011
423,420
192,037
12
Creditors: amounts falling due within one year
2022
2021
£
£
Trade creditors
17,267
10,477
Amounts owed to group undertakings
158,435
98,915
Corporation tax
25,002
5,226
Other creditors
-
0
2,017
Accruals and deferred income
85,393
17,544
286,097
134,179
SCOVILL FASTENERS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2022
- 16 -
13
Share capital
2022
2021
£
£
Ordinary share capital
Issued and fully paid
100  of £1 each
100
100
14
Events after the reporting date

Post year end the decision was made to manage all Scovill Fasteners (UK) business through Morito Scovill Americas, LLC. As such Scovill Fasteners (UK) Limited will cease to trade effective from 31 December 2023.

15
Ultimate controlling party

The immediate parent company Scovill Fasteners (UK) Limited is that of Morito Scovill Americas, LLC, a company incorporated in the USA.

 

The ultimate parent company is Morito Co., Ltd, a company incorporated in Japan.

 

The largest and smallest group in which Scovill Fasteners (UK) Limited is a member and for which consolidated accounts are drawn up is that headed by Morito Co.

 

The consolidated accounts of this group are available to the public and may be obtained from Morito Co., Ltd, 4-2-4 Minami Hommachi, Chuo-ku, Osaka, Japan.

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