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Registered number: 04354428










FABDEC HOLDINGS LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
FABDEC HOLDINGS LIMITED
 
 
COMPANY INFORMATION


Directors
G Egar 
C Powell 
G Haddad 




Company secretary
G Egar



Registered number
04354428



Registered office
c/o Fabdec Limited
Grange Road

Ellesmere

Shropshire

SY12 9DG




Independent auditors
WR Partners
Chartered Accountants & Statutory Auditors

Belmont House

Shrewsbury Business Park

Shrewsbury

Shropshire

SY2 6LG





 
FABDEC HOLDINGS LIMITED
 

CONTENTS



Page
Group Strategic Report
 
1
Directors' Report
 
2 - 3
Independent Auditors' Report
 
4 - 7
Consolidated Income Statement
 
8
Consolidated Statement of Comprehensive Income
 
9
Consolidated Statement of Financial Position
 
10 - 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 - 16
Notes to the Financial Statements
 
17 - 40


 
FABDEC HOLDINGS LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Business review
 
The Group’s financial performance in the accounts show sales of £15.3m (2022: £15.6m), and profit before tax of £407k (2022: £409k).
The business strategy is to trade in several markets and Fabdec now serves a diverse and international customer base operating in the dairy, brewery, process and construction industries.
The Directors have a strong commitment to investing in people, products and equipment to deliver sustained improvement.
The outlook for 2024 is very encouraging. 

Principal risks and uncertainties
 
Fabdec manages and counters its risks and uncertainties:  
• by trading in many countries worldwide;
• through a robust program of developing and introducing new products; 
• focusing on product margins; and 
• through maintaining strong business controls. 

Financial key performance indicators
 
The Directors pay particular attention to its KPIs and continue to monitor costs and margins to maximise profits and cash.


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





................................................
G Egar
Director

Date: 3 April 2024

Page 1

 
FABDEC HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and 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 for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

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

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

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Group's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements and other information included in Directors' Reports may differ from legislation in other jurisdictions.

Results and dividends

The profit for the year, after taxation, amounted to £274,837 (2022 - £441,241).

Dividends paid on ordinary share capital were £NIL (2022: £NIL). 

Directors

The directors who served during the year were:

G Egar 
C Powell 
G Haddad 

Future developments

There are no significant expected developments in the Group's business.

Page 2

 
FABDEC HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023


Research and development activities

The Group remains committed to research and development activities.

Branches outside the United Kingdom

The company has branches, as defined in s1046(3) of the Companies Act 2006 outside of the UK as follows:
- Fabdec LLC 
- Fabdec GmbH

Disclosure of information to auditors

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

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

Post balance sheet events

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

Auditors

The auditorsWR Partnerswill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





................................................
G Egar
Director

Date: 3 April 2024

Page 3

 
FABDEC HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF FABDEC HOLDINGS LIMITED
 

Qualified Opinion


We have audited the financial statements of Fabdec Holdings Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2023, which comprise the Group Income Statement, the Group Statement of Comprehensive Income, the Group and Company Statements of Financial Position, the Group Statement of Cash Flows, the Group and Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion. except for the possible effects of the matter described in the basis for qualified opinion section of our report, the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2023 and of the Group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for qualified opinion


We are unable to audit balances arising within Fabdec LLC, which is a 100% owned subsidiary of Fabdec Holdings Limited. The balances could not be audited due to sanctions being placed on UK audit firms with persons connected with Russia. The material unaudited balances included in the consolidated profit and loss are turnover of £316,313 and cost of sales of £229,177. There are no material balances arising in the consolidated balance sheet. Consequently, we were unable to determine whether any adjustment to these amounts is necessary. In addition, were any adjustment to the turnover or cost of sales amounts be required, the strategic report would also need to be amended. 
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 United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. 


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 or 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.


Page 4

 
FABDEC HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF FABDEC HOLDINGS LIMITED (CONTINUED)


Other information


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


As described in the basis for qualfied opinion section of our report, we were unable to satisfy ourselves concerning the turnover and cost of sales in relation to the Company's Russian subsidiary of £316,313 and £229,177 respectively. We have concluded that where the other information refers to the turnover or cost of sales amounts it may be materially misstated for the same reason. 


Qualified Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, except for the possible effects of the matter described in the basis for qualified opinion section of our report, based on the work undertaken in the course of the audit:


the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

Except for the possible effects of the matter described in the basis for qualified opinion section of our report, 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 Directors' Report.
Arising solely from the limitation on the scope of our work relating to the matter described in the basis for qualified opinion paragraph:
• returns adequate for our audit have not been received from branches not visited by us; and
• we have not received all the information and explanations we require for our audit.
 


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept by the parent Company; 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.



Page 5

 
FABDEC HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF FABDEC HOLDINGS LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 2, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


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


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

We reviewed the susceptibility of the Group's financial statements to material misstatement and identified the principal risks, implementing a series of testing procedures to provide us with sufficient comfort to issue our opinion.
We reviewed the Group's regulatory environment to ensure we could conclude that it had acted in accordance with framework relevant to the Group and its environment and identify any instances of non compliance.
We also assessed the Group's internal control procedures to ensure we could appropriately scrutinise these controls and establish whether our understanding of the control environment was sufficient to supplement our additional testing procedures.
The engagement team consisted of a team that the engagement partner believes is equipped with the relevant level of technical and Group awareness to carry out our work to the required standard.


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 is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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


Page 6

 
FABDEC HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF FABDEC HOLDINGS LIMITED (CONTINUED)


Use of our report
 

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





Andrew Malpass BA FCA (Senior Statutory Auditor)
  
for and on behalf of
WR Partners
 
Chartered Accountants
Statutory Auditors
  
Belmont House
Shrewsbury Business Park
Shrewsbury
Shropshire
SY2 6LG

 
Date: 
3 April 2024
Page 7

 
FABDEC HOLDINGS LIMITED
 
 
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
15,106,949
15,559,626

Cost of sales
  
(10,439,931)
(10,891,758)

Gross profit
  
4,667,018
4,667,868

Distribution costs
  
(987,195)
(988,223)

Administrative expenses
  
(3,024,387)
(3,094,628)

Operating profit
 5 
655,436
585,017

Interest payable and similar expenses
 9 
(170,058)
(128,363)

Other finance costs
  
(78,000)
(48,000)

Profit before tax
  
407,378
408,654

Tax on profit
 11 
(132,541)
32,587

Profit for the financial year
  
274,837
441,241

Profit for the year attributable to:
  

Owners of the parent
  
274,837
441,241

  
274,837
441,241

The notes on pages 17 to 40 form part of these financial statements.



Page 8

 
FABDEC HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£


Profit for the financial year

  

274,837
441,241

Other comprehensive income
  


Currency translation differences
  
20,596
-

Actuarial (loss)/gain on defined benefit schemes
  
(221,000)
889,000

Movement on deferred tax relating to pension gains/(losses)
  
55,250
(273,069)

Other comprehensive income for the year
  
(145,154)
615,931

Total comprehensive income for the year
  
129,683
1,057,172

Profit for the year attributable to:
  


Owners of the parent Company
  
274,837
441,241

  
274,837
441,241

Total comprehensive income attributable to:
  


Owners of the parent Company
  
129,683
1,057,172

  
129,683
1,057,172

The notes on pages 17 to 40 form part of these financial statements.

Page 9

 
FABDEC HOLDINGS LIMITED
REGISTERED NUMBER: 04354428

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 12 
620,641
722,207

Tangible assets
 13 
1,602,106
1,566,753

  
2,222,747
2,288,960

Current assets
  

Stocks
 15 
2,823,496
3,368,735

Debtors
 16 
2,972,381
3,741,460

Cash at bank and in hand
 17 
592,788
385,334

  
6,388,665
7,495,529

Creditors: amounts falling due within one year
 18 
(3,634,009)
(4,616,177)

Net current assets
  
 
 
2,754,656
 
 
2,879,352

Total assets less current liabilities
  
4,977,403
5,168,312

Creditors: amounts falling due after more than one year
 19 
(554,858)
(857,211)

Provisions for liabilities
  

Deferred taxation
 22 
(295,841)
(326,080)

Other provisions
 23 
(132,560)
(132,560)

  
 
 
(428,401)
 
 
(458,640)

Net assets excluding pension liability
  
3,994,144
3,852,461

Pension liability
 29 
(1,053,000)
(1,041,000)

Net assets
  
2,941,144
2,811,461

Page 10

 
FABDEC HOLDINGS LIMITED
REGISTERED NUMBER: 04354428
    
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Capital and reserves
  

Called up share capital 
 25 
45,000
45,000

Other reserves
 26 
150,000
150,000

Profit and loss account
 26 
2,746,144
2,616,461

  
2,941,144
2,811,461


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




................................................
G Egar
Director

Date: 3 April 2024

The notes on pages 17 to 40 form part of these financial statements.

Page 11

 
FABDEC HOLDINGS LIMITED
REGISTERED NUMBER: 04354428

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Investments
 14 
1,357,872
1,357,872

  
1,357,872
1,357,872

Current assets
  

Debtors
 16 
454
454

Cash at bank and in hand
 17 
887
1,557

  
1,341
2,011

Creditors: amounts falling due within one year
 18 
(1,199)
(1,199)

Net current assets
  
 
 
142
 
 
812

Total assets less current liabilities
  
1,358,014
1,358,684

  

Creditors: amounts falling due after more than one year
 19 
(1,237,072)
(1,237,072)

  

Net assets
  
120,942
121,612


Capital and reserves
  

Called up share capital 
 25 
45,000
45,000

Profit and loss account brought forward
  
76,612
76,915

Loss for the year
  
(670)
(303)

Profit and loss account carried forward
  
75,942
76,612

  
120,942
121,612


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




................................................
G Egar
Director

Date: 3 April 2024

The notes on pages 17 to 40 form part of these financial statements.

Page 12

 
FABDEC HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Other reserves
Profit and loss account
Total equity

£
£
£
£


At 1 January 2022
45,000
150,000
1,559,289
1,754,289


Comprehensive income for the year

Profit for the year

-
-
441,241
441,241

Actuarial gains on pension scheme
-
-
615,931
615,931


Other comprehensive income for the year
-
-
615,931
615,931


Total comprehensive income for the year
-
-
1,057,172
1,057,172


Total transactions with owners
-
-
-
-



At 1 January 2023
45,000
150,000
2,616,461
2,811,461


Comprehensive income for the year

Profit for the year

-
-
274,837
274,837

Currency translation differences
-
-
20,596
20,596

Actuarial losses on pension scheme
-
-
(165,750)
(165,750)


Other comprehensive income for the year
-
-
(145,154)
(145,154)


Total comprehensive income for the year
-
-
129,683
129,683


Total transactions with owners
-
-
-
-


At 31 December 2023
45,000
150,000
2,746,144
2,941,144


The notes on pages 17 to 40 form part of these financial statements.

Page 13

 
FABDEC HOLDINGS LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2022
45,000
76,915
121,915


Comprehensive income for the year

Loss for the year
-
(303)
(303)


Total transactions with owners
-
-
-



At 1 January 2023
45,000
76,612
121,612


Comprehensive income for the year

Loss for the year
-
(670)
(670)
Total comprehensive income for the year
-
(670)
(670)


Total transactions with owners
-
-
-


At 31 December 2023
45,000
75,942
120,942


The notes on pages 17 to 40 form part of these financial statements.

Page 14

 
FABDEC HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Profit for the financial year
274,837
441,241

Adjustments for:

Amortisation of intangible assets
101,566
103,081

Depreciation of tangible assets
265,115
255,657

Loss on disposal of tangible assets
-
(25,774)

Interest paid
170,058
128,363

Taxation charge
132,541
(32,587)

Decrease/(increase) in stocks
545,239
(505,020)

Decrease/(increase) in debtors
661,549
(106,727)

(Decrease)/increase in creditors
(820,433)
324,622

(Decrease) in net pension assets/liabs
(209,000)
(202,000)

Foreign exchange differences
21,968
-

Net cash generated from operating activities

1,143,440
380,856


Cash flows from investing activities

Purchase of intangible fixed assets
-
(8,000)

Purchase of tangible fixed assets
(301,840)
(210,030)

Sale of tangible fixed assets
-
23,787

HP interest paid
(71,514)
(66,800)

Net cash from investing activities

(373,354)
(261,043)
Page 15

 
FABDEC HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023


2023
2022

£
£



Cash flows from financing activities

Repayment of loans
(377,371)
(240,447)

Repayment of/new finance leases
(86,717)
(64,842)

Interest paid
(98,544)
(61,563)

Net cash used in financing activities
(562,632)
(366,852)

Net increase/(decrease) in cash and cash equivalents
207,454
(247,039)

Cash and cash equivalents at beginning of year
385,334
632,373

Cash and cash equivalents at the end of year
592,788
385,334


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
592,788
385,334

592,788
385,334


The notes on pages 17 to 40 form part of these financial statements.

Page 16

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

The Company is a limited liability Company which is incorporated in the UK. Please refer to the Company information page for details of its registered office. The principal activities of the business is the development of stainless steel heat transfer products and dairy management systems, and associated activities.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

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

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Income Statement in these financial statements.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Income Statement from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 01 January 2014.

 
2.3

Going concern

The Group's forecasts and projections, taking account of reasonably possible changes in trading performance, show that the Group should be able to operate within the level of its current facilities.
After making enquiries, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. The Group therefore continues to adopt the going concern basis in preparing its financial statements.

Page 17

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

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

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Income Statement within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions 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.

Page 18

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.5

Revenue

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 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.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.6

Operating leases: the Group as lessee

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

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

Page 19

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.7

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.8

Finance costs

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

 
2.9

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

Page 20

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.10

Pensions

Defined benefit pension plan

The Group operates a defined benefit plan for certain employees. A defined benefit plan defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including but not limited to age, length of service and remuneration. A defined benefit plan is a pension plan that is not a defined contribution plan.

The liability recognised in the Statement of Financial Position in respect of the defined benefit plan is the present value of the defined benefit obligation at the end of the reporting date less the fair value of plan assets at the reporting date (if any) out of which the obligations are to be settled.

The defined benefit obligation is calculated using the projected unit credit method. Annually the company engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using market yields on high quality corporate bonds that are denominated in sterling and that have terms approximating to the estimated period of the future payments ('discount rate').

The fair value of plan assets is measured in accordance with the FRS 102 fair value hierarchy and in accordance with the Group's policy for similarly held assets. This includes the use of appropriate valuation techniques.

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement of net defined benefit liability'.

The cost of the defined benefit plan, recognised in profit or loss as employee costs, except where included in the cost of an asset, comprises:

a) the increase in net pension benefit liability arising from employee service during the period; and

b) the cost of plan introductions, benefit changes, curtailments and settlements.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in profit or loss as a 'finance expense'.

Page 21

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.11

Current and deferred taxation

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

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.

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

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

 
2.12

Intangible Assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Income Statement over its useful economic life.

Other intangible assets

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.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 
2.13

Tangible fixed assets

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

Page 22

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.13
Tangible fixed assets (continued)

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

Depreciation is provided on the following basis:

Freehold property
-
6.67%
Plant and machinery
-
4-33%
Motor vehicles
-
33-50%

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

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

 
2.14

Stocks

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

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

 
2.15

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.16

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.17

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 23

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.18

Provisions for liabilities

Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Statement of Financial Position.

 
2.19

Financial instruments

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

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated Income Statement.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Group would receive for the asset if it were to be sold at the reporting date.

Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an 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.

Page 24

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. In the opinion of the directors the estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are in respect of the defined benefit pension liability. At the Balance Sheet date, the carrying value of the defined benefit pension scheme liability was £1,053,000.


4.


Turnover

The directors consider it to be seriously prejudicial to the interests of the Group to disclose information regarding turnover.


5.


Operating profit

The operating profit is stated after charging:

2023
2022
£
£

Other operating lease rentals
256,236
199,078

Exchange rate differences
(95)
1,236


6.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors:


2023
2022
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
22,900
21,050

Page 25

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

7.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£


Wages and salaries
3,641,755
3,750,505
-
-

Social security costs
299,036
304,178
-
-

Cost of defined benefit scheme
84,305
141,394
-
-

4,025,096
4,196,077
-
-


The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







Production staff
78
75



Administration staff
34
34



Sales staff
7
7

119
116


8.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
304,485
297,835

304,485
297,835


The highest paid director received remuneration of £132,994 (2022 - £136,714).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £NIL (2022 - £NIL).

The value of the Group's contributions paid to a defined benefit pension scheme in respect of the highest paid director amounted to £NIL (2022 - £NIL).

Page 26

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Interest payable and similar expenses

2023
2022
£
£


Other loan interest payable
98,544
61,563

Finance leases and hire purchase contracts
71,514
66,800

170,058
128,363


10.


Other finance costs

2023
2022
£
£

Net interest on net defined benefit liability
78,000
48,000

78,000
48,000



11.


Taxation


2023
2022
£
£



Total current tax
-
-

Deferred tax


Origination and reversal of timing differences
132,541
(32,587)

Total deferred tax
132,541
(32,587)


Taxation on profit/(loss) on ordinary activities
132,541
(32,587)
Page 27

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
11.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2022 - lower than) the standard rate of corporation tax in the UK of 23.5% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit on ordinary activities before tax
407,378
408,654


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.5% (2022 - 19%)
95,734
77,644

Effects of:


Non-tax deductible amortisation of goodwill and impairment
1,486
-

Expenses not deductible for tax purposes
22,383
378

Timing differences net of movement in tax rates
26,124
(93,744)

Profit on disposal of fixed assets
-
(1,938)

Changes in provisions leading to an increase (decrease) in the tax charge
(7,817)
(243)

Other differences leading to an increase (decrease) in the tax charge
(5,369)
(14,684)

Total tax charge for the year
132,541
(32,587)

Page 28

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


Intangible assets

Group





Patents
Dairy develpoment costs
Brewery Development costs
Goodwill
Total

£
£
£
£
£



Cost


At 1 January 2023
150,001
259,842
544,980
1,520,975
2,475,798



At 31 December 2023

150,001
259,842
544,980
1,520,975
2,475,798



Amortisation


At 1 January 2023
97,500
150,906
66,445
1,438,740
1,753,591


Charge for the year on owned assets
15,000
25,744
54,497
6,325
101,566



At 31 December 2023

112,500
176,650
120,942
1,445,065
1,855,157



Net book value



At 31 December 2023
37,501
83,192
424,038
75,910
620,641



At 31 December 2022
52,501
108,936
478,535
82,235
722,207



The above intangibles include development costs relating to Dairy and also Brewery development costs.  These have been split out as they relate to different areas of the business.

Page 29

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Tangible fixed assets

Group






Freehold property
Plant and machinery
Motor vehicles
Total

£
£
£
£



Cost or valuation


At 1 January 2023
454,848
4,684,385
322,285
5,461,518


Additions
5,383
288,422
8,035
301,840


Exchange adjustments
-
-
(4,891)
(4,891)



At 31 December 2023
460,231
4,972,807
325,429
5,758,467



Depreciation


At 1 January 2023
204,680
3,514,978
175,107
3,894,765


Charge for the year on owned assets
8,606
175,219
24,552
208,377


Charge for the year on financed assets
13,494
19,549
23,695
56,738


Exchange adjustments
-
-
(3,519)
(3,519)



At 31 December 2023
226,780
3,709,746
219,835
4,156,361



Net book value



At 31 December 2023
233,451
1,263,061
105,594
1,602,106



At 31 December 2022
250,168
1,169,407
147,178
1,566,753

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2023
2022
£
£



Land and buildings
209,155
222,649

Plant and machinery
107,284
281,612

Motor vehicles
36,115
66,733

352,554
570,994

Page 30

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
1,357,872



At 31 December 2023

1,357,872





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Class of shares

Holding

Fabdec Limited
Ordinary
100%
Fabdec GmbH
Ordinary
100%
Fabdec LLC
Ordinary
100%
Cookes Fabdec Limited
Ordinary
100%
Fabdec Ireland Limited
Ordinary
100%


15.


Stocks

Group
Group
2023
2022
£
£

Raw materials and consumables
1,277,816
1,391,583

Work in progress (goods to be sold)
20,622
426,832

Finished goods and goods for resale
1,525,058
1,550,320

2,823,496
3,368,735


Stocks are stated net of a provision for slow moving and obsolete stock of £243,626 (2022: £257,232).
Stock stated in cost of sales as an expense in the year total £7,339,822 (2022: £7,364,668).

Page 31

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

16.


Debtors

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Due after more than one year

Deferred tax asset
474,904
582,434
-
-

Due within one year

Trade debtors
2,288,462
2,701,483
-
-

Other debtors
6,234
102,551
454
454

Prepayments and accrued income
202,781
354,992
-
-

2,972,381
3,741,460
454
454



17.


Cash and cash equivalents

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Cash at bank and in hand
592,788
385,334
887
1,557

592,788
385,334
887
1,557


Page 32

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

18.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Bank loans
247,560
256,300
-
-

Other loans
839,162
975,679
-
-

Trade creditors
1,741,865
2,645,327
-
-

Other taxation and social security
308,763
93,807
-
-

Obligations under finance lease and hire purchase contracts
103,631
120,109
-
-

Other creditors
74,480
142,379
1,199
1,199

Accruals and deferred income
318,548
382,576
-
-

3,634,009
4,616,177
1,199
1,199


Bank loans are secured against a fixed and floating charge covering all the property or undertaking of the Group.
Other loans are secured against a fixed and floating charge over the undertaking and all property and assets of the Group.  
Obligations under finance lease and hire purchase contracts are secured against the asset to which the finance relates.


19.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Bank loans
406,302
638,416
-
-

Net obligations under finance leases and hire purchase contracts
148,556
218,795
-
-

Amounts owed to group undertakings
-
-
1,237,072
1,237,072

554,858
857,211
1,237,072
1,237,072


Bank loans are secured against a fixed and floating charge covering all the property or undertaking of the Group.
Obligations under finance lease and hire purchase contracts are secured against the asset to which the finance relates.



Page 33

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

20.


Loans




Group
Group
2023
2022
£
£

Amounts falling due within one year

Bank loans
247,560
256,300

Other loans
839,162
975,679


1,086,722
1,231,979

Amounts falling due 1-2 years

Bank loans
176,830
250,970


176,830
250,970

Amounts falling due 2-5 years

Bank loans
218,299
307,179


218,299
307,179

Amounts falling due after more than 5 years

Bank loans
11,173
80,267

11,173
80,267

1,493,024
1,870,395


The loan is repayable in monthly installments over a ten year period with an interest rate of 2.9% above LIBOR. The repayments started for the loan in April 2019. 
Other loans are secured on the book debts of the company. 


21.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2023
2022
£
£

Within one year
103,631
120,109

Between 1-5 years
148,556
218,795

252,187
338,904

Page 34

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

22.


Deferred taxation


Group



2023
2022


£

£






At beginning of year
256,354
496,836


Charged to the profit or loss
(77,291)
(240,482)



At end of year
179,063
256,354

The deferred tax balance is made up as follows:

Group
Group
2023
2022
£
£

Accelerated capital allowances
(295,841)
(326,080)

Tax losses carried forward
207,099
317,629

FRS102 pension deficit
267,805
264,805

179,063
256,354

Comprising:

Asset - due after one year
474,904
582,434

Liability
(295,841)
(326,080)

179,063
256,354



23.


Provisions


Group



Warranty Provision

£





At 1 January 2023
132,560



At 31 December 2023
132,560

Page 35

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
24.


Analysis of net debt




At 1 January 2023
Cash flows
At 31 December 2023
£

£

£

Cash at bank and in hand

385,334

207,454

592,788

Debt due after 1 year

(638,416)

232,114

(406,302)

Debt due within 1 year

(1,233,178)

145,257

(1,087,921)

Finance leases

(338,904)

86,717

(252,187)


(1,825,164)
671,542
(1,153,622)


25.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



45,000 (2022 - 45,000) Ordinary Shares shares of £1.00 each
45,000
45,000



26.


Reserves

Other reserves

Other reserves relates to unrealised gains in relation to the patent capitalised.

Profit and loss account

The profit and loss account reserve represents the cumulative profits and losses made by the Group since incorporation after any dividends paid.


27.


Contingent assets

During February 2021 a debtor, Gomel Agro Complect, has been demanded by the High Court to pay Fabdec Limited £1,455,217. This amount relates to royalty income, the timescale of receipt is uncertain. 

Page 36

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

28.


Capital commitments




At 31 December 2023 the Group had capital commitments as follows:


Group
Group
2023
2022
£
£

Contracted for but not provided in these financial statements
51,408
-

51,408
-


29.


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 £254,000 (2022: £250,000).

The Group operates a Defined Benefit Pension Scheme.

Fabdec Limited operates a final salary defined benefit pension plan in the UK, the Fabdec Limited Pension Fund. The latest actuarial valuation of the scheme was carried out as at the 31 May 2018, which was by a qualified independent actuary. The scheme is now closed to new members.



Reconciliation of present value of plan liabilities:


2023
2022
£
£


At the beginning of the year
7,500,000
9,500,000

Interest cost
363,000
225,000

Actuarial gains/losses
42,000
(2,004,000)

Benefits paid
(205,000)
(221,000)

At the end of the year
7,700,000
7,500,000


Page 37

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
29.Pension commitments (continued)


Reconciliation of present value of plan assets:


2023
2022
£
£


At the beginning of the year
6,459,000
7,368,000

Expected return on plan assets
318,000
177,000

Actuarial gains/losses
(179,000)
(1,115,000)

Contributions
254,000
250,000

Benefits paid
(205,000)
(221,000)

At the end of the year
6,647,000
6,459,000


Composition of plan assets:


2023
2022
£
£


Bonds
5,160,000
5,063,000

Cash
58,000
36,000

Diversified Growth Fund
1,429,000
1,360,000

Total plan assets
6,647,000
6,459,000



Fair value of plan assets
6,647,000
6,459,000

Present value of plan liabilities
(7,700,000)
(7,500,000)

Net pension scheme liability
(1,053,000)
(1,041,000)


 
The amounts recognised in profit or loss are as follows:

2023
2022
£
£


Interest on obligation
(78,000)
(48,000)

Total
(78,000)
(48,000)




Page 38

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
29.Pension commitments (continued)





Principal actuarial assumptions at the reporting date (expressed as weighted averages):

2023
2022
%
%
Discount rate


4.7

4.9
 
Inflation assumption


3.05

3.2
 
Mortality rates



 
- for a male aged 65 now


21

22
 
- at 65 for a male aged 45 now


23

23
 
- for a female aged 65 now


24

24
 
- at 65 for a female member aged 45 now


25

26
 



Amounts for the current and previous four periods are as follows:


Defined benefit pension schemes

2023
2022
2021
2020
2019
£
£
£
£
£
Defined benefit obligation

(7,700,000)

(7,500,000)

(9,500,000)
 
(9,600,000)
 
(8,600,000)

Unrecognised past service cost

6,647,000

6,459,000

7,368,000
 
6,795,000
 
6,703,000

Deficit
(1,053,000)

(1,041,000)

(2,132,000)
 
(2,805,000)
 
(1,897,000)




Page 39

 
FABDEC HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

30.


Commitments under operating leases

At 31 December 2023 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2023
2022
£
£

Not later than 1 year
197,344
196,300

Later than 1 year and not later than 5 years
6,283
9,450

203,627
205,750

31.


Related party transactions

The Company has taken advantage of the exemption under FRS102 not to disclose transactions with wholly owned group companies.


32.


Controlling party

The Company and Group are under control of the directors by virtue of their majority ownership of the Company's share capital.

 
Page 40