REGISTERED NUMBER: 03115466 (England and Wales) |
Group Strategic Report, Report of the Directors and |
Consolidated Financial Statements for the Year Ended 31 December 2023 |
for |
BDW Holding Company Limited |
REGISTERED NUMBER: 03115466 (England and Wales) |
Group Strategic Report, Report of the Directors and |
Consolidated Financial Statements for the Year Ended 31 December 2023 |
for |
BDW Holding Company Limited |
BDW Holding Company Limited (Registered number: 03115466) |
Contents of the Consolidated Financial Statements |
for the year ended 31 December 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 4 |
Report of the Independent Auditors | 6 |
Consolidated Statement of Comprehensive Income | 9 |
Consolidated Statement of Financial Position | 10 |
Company Statement of Financial Position | 11 |
Consolidated Statement of Changes in Equity | 12 |
Company Statement of Changes in Equity | 13 |
Consolidated Statement of Cash Flows | 14 |
Notes to the Consolidated Statement of Cash Flows | 15 |
Notes to the Consolidated Financial Statements | 16 |
BDW Holding Company Limited |
Company Information |
for the year ended 31 December 2023 |
Directors: |
Secretary: |
Registered office: |
Registered number: |
Senior statutory auditor: | Robin Graham Mason FCCA |
Auditors: |
Unit 2 Foley Works |
Foley Industrial Estate |
Hereford |
Herefordshire |
HR1 2SF |
BDW Holding Company Limited (Registered number: 03115466) |
Group Strategic Report |
for the year ended 31 December 2023 |
The directors present their strategic report of the company and the group for the year ended 31 December 2023. |
Review of business |
The principal activity of the company during the year was to act as a holding company. |
The principal activities of the group during the year were the design, procurement, supply and commissioning of glass melting furnaces, forehearths and other types of glass plant and the supply of glass furnace hardware and consumables. The group provides its services and products either on a turnkey basis or separately according to customer requirements. |
The group has now returned to, and exceeded, levels of turnover and profitability which were in place prior to the Covid-19 pandemic. This is despite high inflationary pressures experienced throughout 2022 and 2023. The group continues to take appropriate internal steps to limit the risk of future cost increases on existing projects. |
The Directors continue to monitor the KPI of the subsidiaries as follows: |
Company |
Excluding group dividends, the company is intended to break even at the Profit on Ordinary Activities Before Taxation line. |
Group |
Performance is reviewed on a contract by contract basis, measuring actual performance against original and revised estimates. |
BDW Holding Company Limited (Registered number: 03115466) |
Group Strategic Report |
for the year ended 31 December 2023 |
Principal risks and uncertainties |
The Directors consider the main financial risks of the group and the member companies lie in the areas of interest rates, foreign exchange, pricing (including global inflation) and liquidity. The Directors have assessed the current and foreseeable future risks in those areas and consider that: |
1. The group and its member companies have little current or foreseeable interest rate risk. The sole means by which an exposure to interest might occur is the cost of any banking facility the group uses. However, the group consistently does not use the available facility nor do the directors foresee any need to do so. |
2. The group and its member companies transact some business in foreign currencies. Whenever possible, large transactions are covered by an appropriate form of currency management, be that by forward currency contracts, by means such as the use of currency accounts or by ensuring that both supply and purchase elements of individual contracts are enacted in the same currency. The Directors recognise that an element of risk is always present because the nature of such transactions is that the timing thereof is not readily predictable and thus a residual risk is always present. |
3. The group and its member companies' exposure to price risk is low. As the majority of trade is long term contracts, prices are estimated from the companies' database of current prices, with suitable allowance for changes. Once a contract is in place, the prices are fixed as far as is commercially possible on both the supply and purchase elements and so the risk is minimised. |
Both during and for some time after the execution of contracts, member companies may be required to meet the costs of rectification work and warranty claims, either due to express contractual obligations or commercial pressure. The member companies seek to manage these potential liabilities by means of detailed project management and close quality control of both the companies' and their sub suppliers' work and also by including corresponding liabilities in contracts with sub suppliers. If the member companies become aware that such rectification or warranty costs are likely to be incurred, appropriate provision will be made in the accounts of the member company concerned. |
4. The group has considerable financial resources, along with a banking facility which is available to all of the group companies. Also, the current projections of business for the reasonably foreseeable future give every indication that the group will perform in a financially positive manner. |
On behalf of the board: |
BDW Holding Company Limited (Registered number: 03115466) |
Report of the Directors |
for the year ended 31 December 2023 |
The directors present their report with the financial statements of the company and the group for the year ended 31 December 2023. |
Principal activity |
The principal activity of the group in the year under review was that of a holding company. |
The principal activities of the group during the year were the design, procurement, supply and commissioning of glass melting furnaces, forehearths and other types of glass plant and the supply of glass furnace hardware and consumables. The group provides its services and products either on a turnkey basis or separately according to customer requirements. |
Dividends |
The total distribution of dividends for the period ended 31 December 2023 was £795,067 (2022 - £nil). |
Directors |
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report. |
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 ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
BDW Holding Company Limited (Registered number: 03115466) |
Report of the Directors |
for the year ended 31 December 2023 |
Auditors |
The auditors, Acre Accountancy Limited, 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 |
BDW Holding Company Limited |
Opinion |
We have audited the financial statements of BDW Holding Company Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 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 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 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 |
BDW Holding Company 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. |
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: |
We enquired with management about the legal framework that the company operates in. We also enquired about the risk of fraud and whether they were aware of any instances of fraud. |
We communicated the outcome of this risk assessment with the audit team and planned our audit work accordingly. Our work in these areas is limited to analytical procedures and inspection of relevant documentation. Where a breach of operational regulations is not disclosed to us, or it is not evident from documentation that we receive during the audit, an audit will not detect that breach. |
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 |
BDW Holding Company 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 |
Unit 2 Foley Works |
Foley Industrial Estate |
Hereford |
Herefordshire |
HR1 2SF |
BDW Holding Company Limited (Registered number: 03115466) |
Consolidated Statement of Comprehensive Income |
for the year ended 31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
TURNOVER | 3 | 23,291,406 | 16,534,878 |
Cost of sales | (20,468,718 | ) | (15,010,238 | ) |
GROSS PROFIT | 2,822,688 | 1,524,640 |
Administrative expenses | (1,134,661 | ) | (1,336,864 | ) |
OPERATING PROFIT | 5 | 1,688,027 | 187,776 |
Interest receivable and similar income | 71,650 | 802 |
1,759,677 | 188,578 |
Interest payable and similar expenses | 6 | (7,335 | ) | (15,687 | ) |
PROFIT BEFORE TAXATION | 1,752,342 | 172,891 |
Tax on profit | 7 | (413,139 | ) | (34,494 | ) |
PROFIT FOR THE FINANCIAL YEAR |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
1,339,203 |
138,397 |
Profit attributable to: |
Owners of the parent | 1,339,203 | 138,397 |
Total comprehensive income attributable to: |
Owners of the parent | 1,339,203 | 138,397 |
BDW Holding Company Limited (Registered number: 03115466) |
Consolidated Statement of Financial Position |
31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
FIXED ASSETS |
Tangible assets | 10 | 444,570 | 513,417 |
Investments | 11 | 2 | 2 |
444,572 | 513,419 |
CURRENT ASSETS |
Stocks | 12 | 372,506 | 351,777 |
Debtors | 13 | 3,292,357 | 5,834,435 |
Cash at bank and in hand | 4,956,119 | 2,560,547 |
8,620,982 | 8,746,759 |
CREDITORS |
Amounts falling due within one year | 14 | (6,633,615 | ) | (7,322,042 | ) |
NET CURRENT ASSETS | 1,987,367 | 1,424,717 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
2,431,939 |
1,938,136 |
CREDITORS |
Amounts falling due after more than one year |
15 |
(91,833 |
) |
(131,658 |
) |
PROVISIONS FOR LIABILITIES | 18 | (31,745 | ) | (42,253 | ) |
NET ASSETS | 2,308,361 | 1,764,225 |
CAPITAL AND RESERVES |
Called up share capital | 19 | 14,502 | 14,502 |
Share premium | 20 | 199,998 | 199,998 |
Retained earnings | 20 | 2,093,861 | 1,549,725 |
SHAREHOLDERS' FUNDS | 2,308,361 | 1,764,225 |
The financial statements were approved by the Board of Directors and authorised for issue on 15 April 2024 and were signed on its behalf by: |
D C Eyles - Director |
BDW Holding Company Limited (Registered number: 03115466) |
Company Statement of Financial Position |
31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
FIXED ASSETS |
Tangible assets | 10 |
Investments | 11 |
CURRENT ASSETS |
Debtors | 13 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 14 | ( |
) | ( |
) |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
15 |
( |
) |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 19 |
Share premium |
Retained earnings |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 795,067 | - |
The financial statements were approved by the Board of Directors and authorised for issue on |
BDW Holding Company Limited (Registered number: 03115466) |
Consolidated Statement of Changes in Equity |
for the year ended 31 December 2023 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
£ | £ | £ | £ |
Balance at 1 January 2022 | 14,502 | 1,411,328 | 199,998 | 1,625,828 |
Changes in equity |
Total comprehensive income | - | 138,397 | - | 138,397 |
Balance at 31 December 2022 | 14,502 | 1,549,725 | 199,998 | 1,764,225 |
Changes in equity |
Dividends | - | (795,067 | ) | - | (795,067 | ) |
Total comprehensive income | - | 1,339,203 | - | 1,339,203 |
Balance at 31 December 2023 | 14,502 | 2,093,861 | 199,998 | 2,308,361 |
BDW Holding Company Limited (Registered number: 03115466) |
Company Statement of Changes in Equity |
for the year ended 31 December 2023 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
£ | £ | £ | £ |
Balance at 1 January 2022 |
Changes in equity |
Balance at 31 December 2022 |
Changes in equity |
Dividends | - | ( |
) | - | ( |
) |
Total comprehensive income | - | - |
Balance at 31 December 2023 |
BDW Holding Company Limited (Registered number: 03115466) |
Consolidated Statement of Cash Flows |
for the year ended 31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 3,132,616 | 1,678,855 |
Interest paid | (35 | ) | (11,469 | ) |
Interest element of hire purchase payments paid |
(7,300 |
) |
(4,218 |
) |
Tax paid | - | (13,115 | ) |
Taxation refund | 30,001 | 50,718 |
Net cash from operating activities | 3,155,282 | 1,700,771 |
Cash flows from investing activities |
Purchase of tangible fixed assets | (7,103 | ) | (253,463 | ) |
Sale of tangible fixed assets | 12,460 | 12,500 |
Interest received | 71,650 | 802 |
Net cash from investing activities | 77,007 | (240,161 | ) |
Cash flows from financing activities |
New HP agreements in year | - | 197,300 |
Capital repayments in year | (41,650 | ) | (23,992 | ) |
Equity dividends paid | (795,067 | ) | - |
Net cash from financing activities | (836,717 | ) | 173,308 |
Increase in cash and cash equivalents | 2,395,572 | 1,633,918 |
Cash and cash equivalents at beginning of year |
2 |
2,560,547 |
926,629 |
Cash and cash equivalents at end of year | 2 | 4,956,119 | 2,560,547 |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Statement of Cash Flows |
for the year ended 31 December 2023 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2023 | 2022 |
£ | £ |
Profit before taxation | 1,752,342 | 172,891 |
Depreciation charges | 72,105 | 83,418 |
Profit on disposal of fixed assets | (8,616 | ) | (8,214 | ) |
Finance costs | 7,335 | 15,687 |
Finance income | (71,650 | ) | (802 | ) |
1,751,516 | 262,980 |
Increase in stocks | (20,729 | ) | (144,720 | ) |
Decrease/(increase) in trade and other debtors | 2,512,078 | (2,845,869 | ) |
(Decrease)/increase in trade and other creditors | (1,110,249 | ) | 4,406,464 |
Cash generated from operations | 3,132,616 | 1,678,855 |
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 2023 |
31.12.23 | 1.1.23 |
£ | £ |
Cash and cash equivalents | 4,956,119 | 2,560,547 |
Year ended 31 December 2022 |
31.12.22 | 1.1.22 |
£ | £ |
Cash and cash equivalents | 2,560,547 | 926,629 |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 1.1.23 | Cash flow | At 31.12.23 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 2,560,547 | 2,395,572 | 4,956,119 |
2,560,547 | 2,395,572 | 4,956,119 |
Debt |
Finance leases | (173,308 | ) | 41,650 | (131,658 | ) |
(173,308 | ) | 41,650 | (131,658 | ) |
Total | 2,387,239 | 2,437,222 | 4,824,461 |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Financial Statements |
for the year ended 31 December 2023 |
1. | STATUTORY INFORMATION |
BDW Holding Company Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Basis of consolidation |
The consolidated financial statements incorporate the financial statements of the company and all group undertakings. These are adjusted, where appropriate, to conform to group accounting policies. Acquisitions are accounted for under the acquisition method. The results of companies acquired or disposed of are included in the profit and loss account after or up to the date that control passes respectively. All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. |
As a consolidated profit and loss account is published, a separate profit and loss account for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006. |
Turnover |
Turnover is recognised at the fair value of the consideration received or receivable for sale of goods and services in the ordinary nature of business. Turnover is shown, net of Value Added Tax, of goods and services provided to customers and in the case of long term contracts, credit is taken appropriate to the stage of completion when the outcome of the contract can be ascertained with reasonable certainty. |
Tangible fixed assets |
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life. |
Freehold property | - 2% on cost |
Plant and machinery | - 20% on cost |
Motor vehicles | - 25% on cost in first year, 15% in following years |
Equipment - computer | - 25% on cost |
Equipment - other | - 20% on cost |
Motor vehicles have an estimated residual value of 15% on cost. |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost. |
Stocks and work in progress |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Work in progress is valued on the basis of direct costs plus attributable overheads based on normal level of activity. Provision is made for any foreseeable losses where appropriate. No element of profit is included in the valuation of work in progress. |
Financial instruments |
Financial instruments are classified and accounted for according to the substance of the contractual arrangement. They are classified as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
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. |
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 |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Where the company enters into a lease which entails taking substantially all the risks and rewards of ownership of an asset, the lease is treated as a finance lease. The asset is recorded in the balance sheet as a tangible fixed asset and is depreciated in accordance with the depreciation policy for that class of asset. Future instalments under such leases, net of finance charges, are included within creditors. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension plan. Contributions payable to the group's pension plan are charged to the profit and loss account in the period to which they relate. |
Long term contracts |
Long term contracts are assessed on a contract by contract basis and reflected in the profit and loss account by recording turnover and related costs as contract activity progresses. Turnover is ascertained by calculating the appropriate stage of completion of each contract. Long term contracts are disclosed in the balance sheet as follows: |
- The amount by which recorded turnover is in excess of payments on account are classified as amounts recoverable on contracts and disclosed within debtors. |
- The balance of payments on account not recognised as turnover are classified as such and disclosed within creditors. |
Contract costs incurred in advance of a contract becoming active are shown as overhead expenses when incurred. At the point where a contract becomes active these costs are transferred to cost of sales as a contract cost, and accounted for as above. |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
3. | TURNOVER |
The turnover and profit before tax are attributable to the principal activities of the group. |
2023 | 2022 |
£ | £ |
Design, procurement, supply & commissioning of glass melting furnaces and related technologies |
18,356,549 |
11,391,573 |
Design, procurement, supply & commissioning of glass melting furnace forehearths |
3,218,348 |
3,640,007 |
Manufacture of glass melting furnace and forehearths hardware | 1,716,509 | 1,503,298 |
23,291,406 | 16,534,878 |
No geographical analysis has been provided as the directors consider it would be prejudicial to the group's interests. |
4. | EMPLOYEES AND DIRECTORS |
2023 | 2022 |
£ | £ |
Wages and salaries | 1,422,665 | 1,147,476 |
Social security costs | 138,708 | 117,238 |
Other pension costs | 123,469 | 108,594 |
1,684,842 | 1,373,308 |
The average number of employees during the year was as follows: |
2023 | 2022 |
Engineering staff | 13 | 13 |
Production staff | 5 | 5 |
Administrative staff | 5 | 5 |
Directors | 6 | 6 |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
4. | EMPLOYEES AND DIRECTORS - continued |
2023 | 2022 |
£ | £ |
Directors' remuneration | 382,819 | 240,469 |
Directors' pension contributions to group personal pension plan | 30,699 | 17,796 |
The number of directors to whom retirement benefits were accruing as follows: |
Group personal pension plan | 3 | 3 |
Information regarding the highest paid director is as follows: |
2023 | 2022 |
£ | £ |
Emoluments etc | 193,006 | 120,586 |
Pension contributions to group personal pension plan | 18,698 | 8,578 |
5. | OPERATING PROFIT |
The operating profit is stated after charging/(crediting): |
2023 | 2022 |
£ | £ |
Hire of plant and machinery | 18,217 | 21,661 |
Depreciation - owned assets | 72,106 | 83,418 |
Profit on disposal of fixed assets | (8,616 | ) | (8,214 | ) |
Auditors' remuneration | 30,534 | 30,000 |
Foreign exchange differences | 117,453 | (79,851 | ) |
6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2023 | 2022 |
£ | £ |
Bank interest | 35 | 3,401 |
Other interest | - | 8,068 |
Hire purchase | 7,300 | 4,218 |
7,335 | 15,687 |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
7. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
2023 | 2022 |
£ | £ |
Current tax: |
UK corporation tax | 423,647 | (7,759 | ) |
Deferred tax | (10,508 | ) | 42,253 |
Tax on profit | 413,139 | 34,494 |
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: |
2023 | 2022 |
£ | £ |
Profit before tax | 1,752,342 | 172,891 |
Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2022 - 19 %) |
438,086 |
32,849 |
Effects of: |
Expenses not deductible for tax purposes | 21 | - |
Depreciation in excess of capital allowances | 1,695 | 3,794 |
Effect of superdeduction | - | (12,290 | ) |
Increase in deferred tax provision for changes in corporation tax rate | - | 10,141 |
Tax on profit before corporation tax rate change | (26,663 | ) | - |
Total tax charge | 413,139 | 34,494 |
8. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Statement of Comprehensive Income of the parent company is not presented as part of these financial statements. |
9. | DIVIDENDS |
2023 | 2022 |
£ | £ |
Ordinary shares of £1 each |
Interim | 795,067 | - |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
10. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
Freehold | Plant and | and | Motor |
property | machinery | fittings | vehicles | Totals |
£ | £ | £ | £ | £ |
Cost |
At 1 January 2023 | 540,267 | 347,661 | 126,731 | 81,978 | 1,096,637 |
Additions | - | 1,287 | 5,816 | - | 7,103 |
Disposals | - | - | (2,265 | ) | (25,630 | ) | (27,895 | ) |
At 31 December 2023 | 540,267 | 348,948 | 130,282 | 56,348 | 1,075,845 |
Depreciation |
At 1 January 2023 | 258,593 | 179,665 | 101,774 | 43,188 | 583,220 |
Charge for year | 10,491 | 43,064 | 12,874 | 5,677 | 72,106 |
Eliminated on disposal | - | - | (2,265 | ) | (21,786 | ) | (24,051 | ) |
At 31 December 2023 | 269,084 | 222,729 | 112,383 | 27,079 | 631,275 |
Net book value |
At 31 December 2023 | 271,183 | 126,219 | 17,899 | 29,269 | 444,570 |
At 31 December 2022 | 281,674 | 167,996 | 24,957 | 38,790 | 513,417 |
The net book value of plant and machinery held under hire purchase and finance leases at the year end was £125,674 (2022: £168,173). |
Company |
Fixtures |
Freehold | and | Motor |
property | fittings | vehicles | Totals |
£ | £ | £ | £ |
Cost |
At 1 January 2023 |
Additions |
Disposals | ( |
) | ( |
) |
At 31 December 2023 |
Depreciation |
At 1 January 2023 |
Charge for year |
Eliminated on disposal | ( |
) | ( |
) |
At 31 December 2023 |
Net book value |
At 31 December 2023 |
At 31 December 2022 |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
10. | TANGIBLE FIXED ASSETS - continued |
Company |
The net book value of plant and machinery held under hire purchase and finance leases at the year end was £3,650 (2022: £5,475). |
11. | FIXED ASSET INVESTMENTS |
Group |
Shares in |
group |
undertakings |
£ |
Cost |
At 1 January 2023 |
and 31 December 2023 | 2 |
Net book value |
At 31 December 2023 | 2 |
At 31 December 2022 | 2 |
Company |
Shares in |
group |
undertakings |
£ |
Cost |
At 1 January 2023 |
and 31 December 2023 |
Net book value |
At 31 December 2023 |
At 31 December 2022 |
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: 60 Savile Street East, Sheffield, S4 7UQ |
Nature of business: |
% |
Class of shares: | holding |
2023 | 2022 |
£ | £ |
Aggregate capital and reserves | ( |
) | ( |
) |
Profit/(loss) for the year | ( |
) |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
11. | FIXED ASSET INVESTMENTS - continued |
Registered office: 60 Savile Street East, Sheffield, S4 7UQ |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 60 Savile Street East, Sheffield, S4 7UQ |
Nature of business: |
% |
Class of shares: | holding |
2023 | 2022 |
£ | £ |
Aggregate capital and reserves |
Profit for the year |
Registered office: 60 Savile Street East, Sheffield, S4 7UQ |
Nature of business: |
% |
Class of shares: | holding |
2023 | 2022 |
£ | £ |
Aggregate capital and reserves |
Profit for the year |
Elemelt Limited |
Registered office: 60 Savile Street East, Sheffield, S4 7UQ. |
Nature of business: Dormant |
% |
Class of shares: | holding |
Ordinary | 100.00 |
2023 | 2022 |
£ | £ |
Aggregate capital and reserves | 2 | 2 |
Not included in the consolidated financial statements as dormant during this year and the preceding year. |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
11. | FIXED ASSET INVESTMENTS - continued |
TECO/Elemelt Limited |
Registered office: 60 Savile Street East, Sheffield, S4 7UQ. |
Nature of business: Dormant |
% |
Class of shares: | holding |
Ordinary | 100.00 |
2023 | 2022 |
£ | £ |
Aggregate capital and reserves | 2 | 2 |
Not included in the consolidated financial statements as dormant during this year and the preceding year. |
Tecoglas EU Limited |
Registered office: Registered in the Republic of Ireland (number 643181) - FDW House Blackthorn Business Park, Coes Road, Dundalk, Co. Louth. |
Nature of business: Dissolved |
% |
Class of shares: | holding |
Ordinary |
The company was dissolved on 2 September 2023. Until this date the aggregate capital and reserves of the company was €100 (2022 - €100). |
Not included in the consolidated financial statements as dormant during this year and the preceding year. |
12. | STOCKS |
Group |
2023 | 2022 |
£ | £ |
Raw materials | 351,704 | 312,067 |
Work-in-progress | 20,802 | 39,710 |
372,506 | 351,777 |
13. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Trade debtors | 825,320 | 4,609,641 |
Amounts owed by group undertakings | 93,553 | - |
Amounts recoverable on contract | 1,814,549 | 625,918 |
Other debtors | 1,755 | 445 |
Tax | - | 30,001 |
VAT | 265,382 | 469,101 |
Prepayments and accrued income | 291,798 | 99,329 |
3,292,357 | 5,834,435 |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
14. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Hire purchase contracts (see note 16) | 39,825 | 41,650 |
Payments on account | 1,568,657 | 2,040,253 |
Trade creditors | 3,402,508 | 3,000,903 |
Amounts owed to group undertakings | 270,029 | 611,204 |
Tax | 423,647 | - |
Social security and other taxes | 124,557 | 51,618 |
Other creditors | - | 19,255 |
Accruals and deferred income | 804,392 | 1,557,159 |
6,633,615 | 7,322,042 |
15. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Hire purchase contracts (see note 16) | 91,833 | 131,658 |
16. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Hire purchase contracts |
2023 | 2022 |
£ | £ |
Net obligations repayable: |
Within one year | 39,825 | 41,650 |
Between one and five years | 91,833 | 131,658 |
131,658 | 173,308 |
Company |
Hire purchase contracts |
2023 | 2022 |
£ | £ |
Net obligations repayable: |
Within one year |
Between one and five years |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
17. | SECURED DEBTS |
The company has entered into a Composite Accounting Agreement dated 11/01/2012 (The "Agreement"). Each participating company has provided a guarantee to the Bank. Under the terms of the Agreement and the guarantees, the Bank is authorised to allow set-off for interest purposes and in certain circumstances to seize credit balances and apply them in reduction of liabilities including debit balances within the Composite Accounting System. |
Cross guarantee and debenture between BDW Holding Company Limited, KTG Engineering Limited, Teco Europe Limited, Tecoglas Limited and Zedtec Limited dated 28/06/2005. |
Unlimited guarantee given by BDW Holding Company Limited, KTG Engineering Limited, Teco Europe, Tecoglas Limited and Zedtec Limited dated 11/01/2012. |
18. | PROVISIONS FOR LIABILITIES |
Group |
2023 | 2022 |
£ | £ |
Deferred tax | 31,745 | 42,253 |
Group |
Deferred |
tax |
£ |
Balance at 1 January 2023 | 42,253 |
Credit to Statement of Comprehensive Income during year | (10,508 | ) |
Balance at 31 December 2023 | 31,745 |
19. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | £1 | 14,502 | 14,502 |
20. | RESERVES |
Group |
Retained | Share |
earnings | premium | Totals |
£ | £ | £ |
At 1 January 2023 | 1,549,725 | 199,998 | 1,749,723 |
Profit for the year | 1,339,203 | 1,339,203 |
Dividends | (795,067 | ) | (795,067 | ) |
At 31 December 2023 | 2,093,861 | 199,998 | 2,293,859 |
BDW Holding Company Limited (Registered number: 03115466) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
21. | PENSION COMMITMENTS |
The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contribution payable by the company to the fund and amounted to £123,469 (2022 - £108,594). |
22. | CONTINGENT LIABILITIES |
Contingent liabilities exist for which no provision has been made in the accounts in respect of borrowings and contracts of this company, Tecoglas Limited, Teco Europe Limited, KTG Engineering Limited and Zedtec Limited. |
There are no current claims outstanding in the opinion of the directors. |
23. | RELATED PARTY DISCLOSURES |
During the year the following sales, recharges and purchases took place with the following companies of which fall under the Intertec Corporation. |
2023 | 2022 |
£ | £ |
Name of company | Type of transaction |
Toledo Engineering Co. Inc | Dividends received | 795,067 |
Sales | 546,772 | 8,062 |
Purchases | 22,429 | 90,699 |
Recharges | 120,581 | 162,894 |
Interest | 3,397 |
Balance due (to)/from the group at year end |
(270,029 |
) |
(607,852 |
) |
KTG Systems Inc | Sales | 3,422 | 321,723 |
Purchases | 343,628 | 3,138 |
Recharges | 18,087 | 25,696 |
Balance due (to)/from the group at year end |
93,553 |
64,751 |
24. | ULTIMATE PARENT COMPANY |
Intertec Corporation (incorporated in United States of America) is the company's ultimate parent company. |