Company registration number 02547922 (England and Wales)
LFF HOLDINGS LIMITED
GROUP ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
LFF HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr M H Prior
Mr S J Poulten
Mr F Belloli
Mr B J Hassell
Company number
02547922
Registered office
Level 5A
Maple House
149 Tottenham Court Road
London
W1T 7NF
Auditor
Silver Levene (UK) Limited
Chartered Certified Accountants
Level 5A, Maple House
149 Tottenham Court Road
London
W1T 7NF
Business address
Christy Way
Southfields Industrial Estate
Basildon
Essex
SS15 6TE
LFF HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Profit and loss account
8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Company statement of cash flows
15
Notes to the financial statements
16 - 36
LFF HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

This strategic report provides an overview of LFF Holdings audited consolidated accounts for the fiscal year ending December 31, 2023. The directors are very pleased with the company's performance, marked by significant increases in turnover and pre-tax profits compared to the previous year. Key drivers of this success include advancements in international supply chain capabilities, the development of new markets, a heightened focus on energy security, and initiatives in green energy projects. The directors extend their gratitude to all staff and stakeholders for their invaluable contributions.

 

The report underscores the company's commitment to ethical trading, rigorous risk management, and achievement of key performance indicators (KPIs). It also details how the directors have fulfilled their responsibilities under the Companies Act 2006 to promote the company's success.

Financial Performance

In 2023, LFF Holdings achieved substantial growth with turnover rising from £198,622,266 in 2022 to £245,091,182. Similarly, pre-tax profits increased from £7,324,898 to £10,663,111, demonstrating the company's adeptness in seizing new opportunities and navigating evolving market dynamics.

 

Key Success Factors

LFF Holdings attributes its success to strategic international supply chain enhancements that bolstered operational efficiency and resilience. Additionally, seizing opportunities in green energy projects, including carbon capture and hydrogen transmission, has aligned the company with growing market demands.

Risk Management

Recognizing the importance of risk management, LFF Holdings has implemented robust measures to mitigate various risks. Regular performance reviews and comprehensive risk assessments guide decision-making to safeguard long-term interests.

 

Ethical Practices and UN Global Compact

LFF Holdings remains steadfast in ethical trading practices and upholds the principles of the United Nations Global Compact. The company prioritizes human rights, labour standards, environmental sustainability, and anti-corruption efforts. Its adherence to ISO certifications such as ISO 45001 for workplace safety and ISO 14001 for environmental management underscores its commitment to excellence.

 

Stakeholder Engagement

In fulfilling their duty to promote company success, the directors prioritize stakeholder interests. Employee welfare and career development are pivotal, supported by regular communication and development opportunities. Strong relationships with customers, suppliers, and other stakeholders are integral to sustained success.

Community and Environmental Impact

LFF Holdings acknowledges its responsibility to minimize environmental impact, maintaining ISO 14001 accreditation. The company actively supports charitable causes aligned with its values and contributes positively to the community.

 

Business Conduct Standards

The company maintains a reputation for high ethical standards, participating in the UN Global Compact Program and ensuring transparency in business practices. Details can be found on the company's website and the UN Global Compact portal.

Fair Treatment of Shareholders

The directors uphold their duty to ensure fairness among shareholders, avoiding favouritism and safeguarding equitable treatment and shareholder interests.

Conclusion

LFF Holdings has achieved significant growth in 2023, underpinned by strategic initiatives in supply chain enhancement, market development, and green energy. The company remains committed to ethical practices, stakeholder engagement, rigorous risk management, and high business conduct standards. With a solid foundation and strategic outlook, LFF Holdings anticipates a profitable 2024. The directors extend their appreciation to the board, staff, and stakeholders for their integral roles in the company's achievements.

LFF HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Promoting the success of the company

This section describes how the directors have had regard to the matters set out in section 172(1)(a) to (f) Companies Act 2006 in exercising their duty to promote the success of the Company for the benefit of its members as a whole and in doing so have regard, amongst other matters, to:

 

(a) The likely consequences of any decision in the long term:

The Group leadership team sets a 3-year strategy, the details and performance are reviewed monthly to ensure decisions are taken for the long-term benefit.

 

(b) The interests of the company’s employees:

The Group leadership team recognises that their employees are fundamental to the success of the business and in turn their career development is vital. Significant effort is made through frequent physical and digital meetings to keep the employees informed and engaged. Career development is actively promoted to encourage personal development. The Group ensures a safe working environment as indicated by our ongoing accreditation to ISO4500.

 

(c) The need to foster the company’s business relationships with suppliers, customers and others:

The Group considers its customers and suppliers as an active extension of LFF. The success of each is interdependent, therefore building relationships is a fundamental part of our business strategy.

 

(d) The impact of the company’s operations on the community and the environment:

The Group takes its responsibility in the community seriously, as evidenced by the continued accreditation of its Environmental Management Systems to ISO 14001. Donations to charities are encouraged where the company believes in the campaign or cause.

 

(e) The desirability of the company maintaining a reputation for high standards of business conduct:

The Group considers maintaining the highest standards of ethics and general business conduct as a core value of the business. We continue to subscribe to the UN Global Compact Programme in the areas of human rights, labour, the environment and anti-corruption. Our latest Communication on Progress can be found on the UN Global Compact website and at www.LFFGroup.com

 

(f) The need to act fairly as between members of the company.

The Directors are mindful of and ensure compliance with their duty to act fairly between shareholders and not to act in any way that would favour or prejudice particular members.

On behalf of the board

Mr M H Prior
Director
22 July 2024
LFF HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -

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

Principal activities

The Group's principal activity during the year under review continued to be that of supply of pipes, fittings, flanges and valves in a variety of materials.

Directors

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

Mr M H Prior
Mr S J Poulten
Mr F Belloli
Mr B J Hassell
Results and dividends

The results for the year are set out on page 8.

Ordinary dividends were paid amounting to £2,500,000. The directors do not recommend payment of a further dividend.

Financial instruments
Treasury policies and organisation
The Group's principal treasury operations are coordinated by the Group treasury function. All treasury operations are conducted within a framework of policies and procedures approved by the Board. As a matter of policy, the Group does not undertake speculative transactions that would increase its currency or interest rate exposure.
Interest rate risk
The Group is exposed to interest rate risk on cash and cash equivalents and on foreign exchange contracts. As the Company maintains all of its cash, liquid investments and foreign exchange contracts on a short term basis for liquidity purposes, this risk is not actively managed.
Foreign currency risk

The Group transacts some of its business in US Dollars and EUROs. Exposure to these foreign currencies is managed using spot or forward trades.

Credit risk

The Group continues to evaluate its accounts receivable for potential collection risks and has made provision for amounts where collection is considered to be doubtful.

Energy and carbon report

Whilst the overall group has consumed more than 40,000 kWh of energy in this reporting period, none of the individual subsidiaries are large as defined by the Companies Act 2006. In preparing this group Director’s Report, we have taken advantage of the option to exclude any energy and carbon information relating to those subsidiaries.

 

As the parent entity has no trading activity, there is no energy and carbon information to be reported in respect of the parent entity.

LFF HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
Statement of directors' responsibilities

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

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

Strategic report

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Auditor

The auditor, Silver Levene (UK) Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

On behalf of the board
Mr B J Hassell
Director
22 July 2024
LFF HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF LFF HOLDINGS LIMITED
- 5 -
Opinion

We have audited the financial statements of LFF Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

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

Other information

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

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

LFF HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF LFF HOLDINGS LIMITED
- 6 -
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 their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

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

Responsibilities of directors

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

 

In preparing the financial statements, the directors are responsible for assessing the 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.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Discussions were held with, and enquiries made of, management and those charged with governance with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.

 

The following laws and regulations were identified as being of significance to the entity:

 

 

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.

LFF HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF LFF HOLDINGS LIMITED
- 7 -

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

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

Marc Ian Franks
Senior Statutory Auditor
For and on behalf of Silver Levene (UK) Limited
Chartered Certified Accountants
Statutory Auditor
Level 5A, Maple House
London
149 Tottenham Court Road
W1T 7NF
22 July 2024
LFF HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
2023
2022
Notes
£
£
Turnover
3
245,091,182
198,622,266
Cost of sales
(209,268,873)
(171,858,788)
Gross profit
35,822,309
26,763,478
Distribution costs
(637,538)
(546,011)
Administrative expenses
(23,304,598)
(18,707,091)
Other operating income
30,968
8,230
Exceptional item
4
(1,014,922)
-
0
Operating profit
6
10,896,219
7,518,606
Interest receivable and similar income
10
110,800
6,088
Interest payable and similar expenses
11
(343,908)
(199,796)
Profit before taxation
10,663,111
7,324,898
Tax on profit
12
(2,986,823)
(1,830,155)
Profit for the financial year
28
7,676,288
5,494,743
Profit for the financial year is attributable to:
- Owners of the parent company
5,445,435
4,376,748
- Non-controlling interests
2,230,853
1,117,995
7,676,288
5,494,743

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

LFF HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 9 -
2023
2022
£
£
Profit for the year
7,676,288
5,494,743
Other comprehensive income
Currency translation (loss)/gain taken to retained earnings
(262,747)
95,391
Total comprehensive income for the year
7,413,541
5,590,134
Total comprehensive income for the year is attributable to:
- Owners of the parent company
5,245,085
4,419,657
- Non-controlling interests
2,168,456
1,170,477
7,413,541
5,590,134
LFF HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 10 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
15
9,431,411
9,251,159
Current assets
Stocks
19
10,495,255
10,330,362
Debtors
20
42,103,753
57,560,586
Cash at bank and in hand
19,803,032
15,322,326
72,402,040
83,213,274
Creditors: amounts falling due within one year
21
(47,533,911)
(61,391,588)
Net current assets
24,868,129
21,821,686
Total assets less current liabilities
34,299,540
31,072,845
Creditors: amounts falling due after more than one year
22
(1,904,812)
(1,961,583)
Provisions for liabilities
Deferred tax liability
25
70,399
44,468
(70,399)
(44,468)
Net assets
32,324,329
29,066,794
Capital and reserves
Called up share capital
27
11,535
11,535
Other reserves
28
507,102
507,102
Profit and loss reserves
28
27,085,208
24,726,764
Equity attributable to owners of the parent company
27,603,845
25,245,401
Non-controlling interests
4,720,484
3,821,393
32,324,329
29,066,794
The financial statements were approved by the board of directors and authorised for issue on 22 July 2024 and are signed on its behalf by:
22 July 2024
Mr B J Hassell
Director
Company registration number 02547922 (England and Wales)
LFF HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 11 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
16
4,967,657
5,388,168
Current assets
Debtors
20
3,402,498
2,914,843
Cash at bank and in hand
1,293,021
561,243
4,695,519
3,476,086
Creditors: amounts falling due within one year
21
(2,790,906)
(2,869,353)
Net current assets
1,904,613
606,733
Net assets
6,872,270
5,994,901
Capital and reserves
Called up share capital
27
11,535
11,535
Profit and loss reserves
28
6,860,735
5,983,366
Total equity
6,872,270
5,994,901

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £3,377,369 (2022 - £155,789 profit).

The financial statements were approved by the board of directors and authorised for issue on 22 July 2024 and are signed on its behalf by:
22 July 2024
Mr B J Hassell
Director
Company registration number 02547922 (England and Wales)
LFF HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
Share capital
Other reserves
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
£
Balance at 1 January 2022
11,535
507,102
20,416,074
20,934,711
3,629,509
24,564,220
Year ended 31 December 2022:
Profit for the year
-
-
4,376,748
4,376,748
1,117,995
5,494,743
Other comprehensive income:
Currency translation differences
-
-
95,391
95,391
-
95,391
Amounts attributable to non-controlling interests
-
-
(52,482)
(52,482)
52,482
-
Total comprehensive income
-
-
4,419,657
4,419,657
1,170,477
5,590,134
Dividends
13
-
-
-
-
(1,037,560)
(1,037,560)
Other movements
-
-
(108,967)
(108,967)
58,967
(50,000)
Balance at 31 December 2022
11,535
507,102
24,726,764
25,245,401
3,821,393
29,066,794
Year ended 31 December 2023:
Profit for the year
-
-
5,445,435
5,445,435
2,230,853
7,676,288
Other comprehensive income:
Currency translation differences
-
-
(262,747)
(262,747)
-
(262,747)
Amounts attributable to non-controlling interests
-
-
62,397
62,397
(62,397)
-
Total comprehensive income
-
-
5,245,085
5,245,085
2,168,456
7,413,541
Dividends
13
-
-
(2,500,000)
(2,500,000)
(1,601,154)
(4,101,154)
Acquisition of subsidiary
-
-
-
-
(54,852)
(54,852)
Other movements
-
-
(386,641)
(386,641)
386,641
-
Balance at 31 December 2023
11,535
507,102
27,085,208
27,603,845
4,720,484
32,324,329
LFF HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2022
11,535
5,827,577
5,839,112
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
155,789
155,789
Balance at 31 December 2022
11,535
5,983,366
5,994,901
Year ended 31 December 2023:
Profit and total comprehensive income
-
3,377,369
3,377,369
Dividends
13
-
(2,500,000)
(2,500,000)
Balance at 31 December 2023
11,535
6,860,735
6,872,270
LFF HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 14 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
33
12,473,136
10,048,978
Interest paid
(343,908)
(199,796)
Income taxes paid
(2,574,792)
(736,500)
Net cash inflow from operating activities
9,554,436
9,112,682
Investing activities
Purchase of tangible fixed assets
(505,275)
(119,513)
Proceeds from disposal of tangible fixed assets
43
72,103
Increase in investment in subsidiary
(54,852)
(50,000)
Repayment of loans
(5,932)
-
Interest received
110,800
6,088
Net cash used in investing activities
(455,216)
(91,322)
Financing activities
Repayment of bank loans
(245,794)
(397,483)
Payment of finance leases obligations
(18,247)
(30,659)
Dividends paid to equity shareholders
(2,500,000)
-
0
Dividends paid to non-controlling interests
(1,601,154)
(1,037,560)
Net cash used in financing activities
(4,365,195)
(1,465,702)
Net increase in cash and cash equivalents
4,734,025
7,555,658
Cash and cash equivalents at beginning of year
15,322,326
7,682,674
Effect of foreign exchange rates
(253,319)
83,994
Cash and cash equivalents at end of year
19,803,032
15,322,326
LFF HOLDINGS LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
34
(4,373,483)
(2,313,844)
Income taxes refunded
560,386
186,681
Net cash outflow from operating activities
(3,813,097)
(2,127,163)
Investing activities
Increase in investment in subsidiaries
(54,852)
(50,000)
Proceeds from disposal of subsidiaries
475,363
-
0
Repayment of loans
(5,932)
-
0
Interest received
2,414
2,415
Dividends received
6,627,882
2,627,270
Net cash generated from investing activities
7,044,875
2,579,685
Financing activities
Dividends paid to equity shareholders
(2,500,000)
-
Net cash used in financing activities
(2,500,000)
-
Net increase in cash and cash equivalents
731,778
452,522
Cash and cash equivalents at beginning of year
561,243
108,721
Cash and cash equivalents at end of year
1,293,021
561,243
LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
1
Accounting policies
Company information

LFF Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Level 5A, Maple House, 149 Tottenham Court Road, London, W1T 7NF.

 

The group consists of LFF Holdings Limited and all of its subsidiaries.

1.1
Accounting convention

These consolidated and separate financial statements are prepared on a going concern basis, under the historical convention, as modified by the recognition of certain financial assets and liabilities measured at fair value.

 

The principal accounting policies applied in the preparation of these consolidated and separate financial statements are set out below. These policies have been consistently applied to all years presented, unless otherwise stated.

 

The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group and Company accounting policies. These areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 2.

 

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

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The consolidated financial statements incorporate those of LFF Holdings Limited and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes.

 

Where the Group owns less than 50% of the voting powers of an entity but controls the entity by virtue of an agreement with other investors which give it control of the financial and operating policies of the entity it accounts for the entity as subsidiary.

 

All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

 

Any subsidiary undertakings or associates sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively.

1.2
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -
1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of inspected goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from orders is recognised by reference to the stage of completion of order when the stage of completion of order, costs incurred and costs to complete can be estimated reliably. The stage of completion of order is calculated by comparing order fulfilled as a proportion of total orders. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.

1.4
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected economic useful life.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Land and buildings Freehold
2% on building cost
Land and buildings Leasehold
2% on building cost
Leasehold improvements
Over 20 years Straight Line
Plant and machinery
15% reducing balance
Fixtures, fittings & equipment
10% to 15% on cost
Motor vehicles
25% to 33% reducing balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.6
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.7
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition. Cost of raw materials and goods for resale are valued at purchase costs on average basis of inspected goods.

 

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.9
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -
1.10
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

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

Basic financial assets

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

Other financial assets

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

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 20 -
Basic financial liabilities

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

 

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

 

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

Other financial liabilities

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

 

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

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.12
Derivatives

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

 

A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.

1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

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

LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 21 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.14
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.15
Retirement benefits

The company operates a number of defined contribution scheme for the benefit of its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations. Contributions payable are charged to the profit and loss account in the year they are payable. The assets of the plan are held separately from the Group in independent administered funds.

1.16
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.17
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 22 -
1.18
Foreign exchange
Monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. All differences are taken to profit and loss account.

The accounts of overseas subsidiary undertakings are translated at the rate of exchange ruling at the balance sheet date. All other translation differences are taken to the profit and loss accounts with exception of exchange difference on the net investment in these subsidiary undertakings which are taken directly to reserves.
1.19
Impairment of tangible and intangible assets
At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. An intangible asset with an indefinite useful life is tested for impairment annually and whenever there is an indication that the asset may be impaired.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognised as income immediately, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 23 -
2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

 

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below.

 

Impairment of stock

Stocks are valued at lower of cost and estimated selling price in the ordinary course of business, less estimated costs of selling expenses. These estimates are based on the current market condition and the historical experience of selling products of similar nature. It could change significantly as a result of changes in customer demand and competitor actions.

 

Typical practice for the group is to provide for slow moving stock even though they are not perishable and may be sold in the future depending on the project work undertaken and demand for certain specific parts. Hence most prudent course of action is to write-down stock as timing and certainty of future sale is very much unknown.

 

Impairment of debtors

The company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtors, the ageing profile of debtors and historical experience.

 

Useful economic lives of tangible assets

The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect the current estimates, based on technological advancement, future investments, economic utilisation, intention usage of the tangible assets and the physical conditions of the assets.

3
Turnover and other revenue

The Group is engaged in supply of pipeline equipment to various industries and in the opinion of the directors, it does not carry on classes of business substantially different from each other, therefore only a geographical analysis of the business is included in the financial statements.

 

2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
54,176,489
40,815,131
EC
8,769,573
5,007,426
Rest of the world
182,145,120
152,799,709
245,091,182
198,622,266
LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
3
Turnover and other revenue
(Continued)
- 24 -
2023
2022
£
£
Other significant revenue
Interest income
110,800
6,088
Grants received
687
8,230
4
Exceptional item
2023
2022
£
£
Expenditure
Exceptional item
1,014,922
-

The company agreed to final settlement in relation to all matters arising out of the Notice of Claim to pay the total sum of USD$ 1,300,000.

5
Other operating income

Other operating income includes Government Grants of £687 (2022: £8,230) received by overseas subsidiaries.

6
Operating profit
2023
2022
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange gains
(106,429)
(330,423)
Government grants
(687)
(8,230)
Depreciation of owned tangible fixed assets
297,153
267,525
Depreciation of tangible fixed assets held under finance leases
18,374
16,001
Loss/(profit) on disposal of tangible fixed assets
25
(27,918)
Operating lease charges
657,493
688,063
7
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
29,870
18,040
Audit of the financial statements of the company's subsidiaries
166,757
134,776
196,627
152,816
LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
8
Employees

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

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Office and management
72
63
10
6
Production and sales
92
95
-
2
Total
164
158
10
8

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
15,252,755
12,381,724
3,956
-
0
Social security costs
1,206,052
1,023,669
-
-
Pension costs
796,600
750,864
-
0
-
0
17,255,407
14,156,257
3,956
-
0
Redundancy payments made or committed
-
31,987
-
-
9
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
2,104,547
833,410

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2022 - 1).

Remuneration disclosed above includes the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
837,997
347,730
LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
10
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
96,820
2,669
Other interest income
13,980
3,419
Total income
110,800
6,088
2023
2022
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
96,820
2,669
11
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
129,823
117,062
Other interest on financial liabilities
138,828
80,268
268,651
197,330
Other finance costs:
Interest on finance leases and hire purchase contracts
1,931
2,466
Other interest
73,326
-
Total finance costs
343,908
199,796
12
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
3,039,244
1,933,399
Adjustments in respect of prior periods
(1,021)
(104,146)
Total current tax
3,038,223
1,829,253
Deferred tax
Origination and reversal of timing differences
(51,400)
902
Total tax charge
2,986,823
1,830,155

During the year, the corporation tax rate increased from current 19% to 25%, starting from 1 April 2023 for companies with profits over £250,000. Therefore, the effective tax rate is 23.52%. For the purposes of deferred tax, this has been provided at the standard corporation tax rate of 25%.

LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
12
Taxation
(Continued)
- 27 -

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

2023
2022
£
£
Profit before taxation
10,663,111
7,324,898
Expected tax charge based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
2,507,964
1,391,731
Tax effect of expenses that are not deductible in determining taxable profit
453,664
211,081
Tax effect of income not taxable in determining taxable profit
20,576
(6,228)
Tax effect of utilisation of tax losses not previously recognised
45,432
(17,461)
Unutilised tax losses carried forward
-
0
297
Adjustments in respect of prior years
4,747
(104,146)
Effect of change in corporation tax rate
13
-
Permanent capital allowances in excess of depreciation
(56,349)
4,640
Effect of overseas tax rates
62,209
277,040
Deferred tax adjustments in respect of prior years
(51,433)
73,201
Taxation charge
2,986,823
1,830,155
13
Dividends
2023
2022
Recognised as distributions to equity holders:
£
£
Interim paid
2,500,000
-
14
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 January 2023 and 31 December 2023
652,527
Amortisation and impairment
At 1 January 2023 and 31 December 2023
652,527
Carrying amount
At 31 December 2023
-
0
At 31 December 2022
-
0
The company had no intangible fixed assets at 31 December 2023 or 31 December 2022.
LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 28 -
15
Tangible fixed assets
Group
Land and buildings Freehold
Land and buildings Leasehold
Leasehold improvements
Plant and machinery
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
£
£
£
Cost or valuation
At 1 January 2023
5,494,420
4,193,338
-
0
1,094,848
1,689,176
350,916
12,822,698
Additions
-
0
-
0
9,742
55,800
116,801
322,932
505,275
Disposals
-
0
-
0
-
0
(111,697)
(18,108)
-
0
(129,805)
Exchange adjustments
-
0
-
0
-
0
-
0
(24,434)
(2,223)
(26,657)
At 31 December 2023
5,494,420
4,193,338
9,742
1,038,951
1,763,435
671,625
13,171,511
Depreciation and impairment
At 1 January 2023
273,399
729,126
-
0
884,821
1,466,516
217,677
3,571,539
Depreciation charged in the year
65,933
52,788
41
23,487
85,959
87,319
315,527
Eliminated in respect of disposals
-
0
-
0
-
0
(111,697)
(18,040)
-
0
(129,737)
Exchange adjustments
-
0
-
0
-
0
-
0
(17,006)
(223)
(17,229)
At 31 December 2023
339,332
781,914
41
796,611
1,517,429
304,773
3,740,100
Carrying amount
At 31 December 2023
5,155,088
3,411,424
9,701
242,340
246,006
366,852
9,431,411
At 31 December 2022
5,221,021
3,464,212
-
0
210,027
222,660
133,239
9,251,159
The company had no tangible fixed assets at 31 December 2023 or 31 December 2022.
LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 29 -

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2023
2022
2023
2022
£
£
£
£
Motor vehicles
58,597
87,459
-
0
-
0

Land and buildings with a carrying amount of £8,243,379 owned by subsidiaries were revalued in December 2023 by Lambert Smith Hampton, Glenny LLP and Graham & Sibbald, independent valuers who are not connected with the group. The valuations were made on an open market value and fair value basis by reference to market evidence of transactions prices for similar properties.

 

 

16
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
17
-
0
-
0
4,967,657
5,388,168
Movements in fixed asset investments
Company
Shares in group undertakings
£
Cost or valuation
At 1 January 2023
5,388,168
Additions
54,852
(475,363)
At 31 December 2023
4,967,657
Carrying amount
At 31 December 2023
4,967,657
At 31 December 2022
5,388,168
LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 30 -
17
Subsidiaries

Details of the company's subsidiaries at 31 December 2023 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Kazakhstan Integrated Services Limited*
England and Wales
Ordinary
-
55.00
Kazakhstan Integrated Services LLP*
Kazakhstan
Ordinary
-
55.00
LFF (Scotland) Limited*
England and Wales
A and B Ordinary
-
55.00
LFF Australia Pty Limited
Australia
A and B Ordinary
80.00
-
LFF Australia Pty Limited
Australia
Preference
100.00
-
LFF Caspian Limited*
England and Wales
Ordinary
11.10
49.00
LFF Glamal Holdings Limited
England and Wales
Ordinary
95.00
-
LFF Glamal Limited*
England and Wales
Ordinary
-
95.00
LFF Houston Inc
USA
Ordinary
100.00
-
LFF Middle East DWC LLP
UAE
Ordinary
100.00
-
LFF New Zealand Limited*
New Zealand
Ordinary
72.00
-
LFF Perth Pty Limited
Australia
A and B ordinary
100.00
-
LFF Perth Pty Limited
Australia
Preference
100.00
-
LFF Properties Limited
England and Wales
Ordinary
100.00
-
LFF Scotland Holdings Limited
England and Wales
Ordinary
55.00
-
LFF Limited (Formerly London Fittings & Flanges Limited)
England and Wales
Ordinary
95.00
-
Valvenco Limited
England and Wales
Ordinary
90.00
-
LFF Middle East QFZ LLC
Qatar
Ordinary
100.00
-

* Held by subsidiary undertakings.

 

18
Financial instruments
Group
Company
2023
2022
2023
2022
£
£
£
£
Carrying amount of financial assets
Debt instruments measured at amortised cost
30,246,222
45,667,920
2,402,807
2,354,543
Carrying amount of financial liabilities
Measured at amortised cost
45,901,497
59,940,788
2,790,906
2,869,353
Forward contracts

The group enters into forward foreign currency contracts to mitigate the exchange rate risk for certain receivables and payables. As at 31 December 2023, the outstanding contracts all mature within 6 months of the year end. The group is committed to buy €8,037,210 (2022: 18,983,000), CNY¥ Nil (2022: CNY¥44,821,000) and US$1,479,803 (2022: US$1,906.000) and pay a fixed sterling amount. The fair value of the buying forward foreign currency contracts is £6,965,258 (2022: £17,195,012), £Nil (2022: £6,497,680) and £1,160,902 (2022: £1,583,188) respectively. The group is also committed to sell €2,250,000 (2022: 575,000) and US$7,098,748 (2022: US$10,745,000) and receive a fixed sterling amount. The fair value of the selling forward foreign currency contracts is £1,949,909 (2022: £509,887) and £5,568,956 ( 2022: £8,925,160) respectively.

LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 31 -
19
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Finished goods and goods for resale
10,495,255
10,330,362
-
0
-
0

Stocks are stated after impairment of £962,321 (2022: £733,366).

20
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
29,394,880
44,952,713
-
0
-
0
Corporation tax recoverable
1,010,122
560,300
999,691
560,300
Amounts owed by group undertakings
-
-
2,239,056
2,108,877
Other debtors
887,059
945,764
163,751
245,666
Prepayments and accrued income
10,615,926
10,974,962
-
0
-
0
41,907,987
57,433,739
3,402,498
2,914,843
Deferred tax asset (note 25)
195,766
126,847
-
0
-
0
42,103,753
57,560,586
3,402,498
2,914,843

Trade debtors are stated after provision for bad debts of £621,963 (2022: £53,478).

 

Included in other debtors, £83,250 is due from a director. The full amount will be repaid within 9 months of the year end date.

21
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans
23
61,320
266,644
-
0
-
0
Obligations under finance leases
24
14,907
16,853
-
0
-
0
Trade creditors
22,313,540
41,031,038
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
2,146,564
2,851,353
Corporation tax payable
2,734,828
1,829,987
-
0
-
0
Other taxation and social security
802,398
1,582,396
-
-
Other creditors
2,481,911
927,351
620,342
-
0
Accruals and deferred income
19,125,007
15,737,319
24,000
18,000
47,533,911
61,391,588
2,790,906
2,869,353
LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 32 -
22
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
23
1,883,694
1,924,164
-
0
-
0
Obligations under finance leases
24
21,118
37,419
-
0
-
0
1,904,812
1,961,583
-
-

Obligations under finance leases are secured on the assets concerned.

23
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank loans
1,945,014
2,190,808
-
0
-
0
Payable within one year
61,320
266,644
-
0
-
0
Payable after one year
1,883,694
1,924,164
-
0
-
0

The long-term loans are secured by first legal charge over the freehold property known as Unit 4 Domino Court, Warrington Road, Manor Park, Runcorn, WA7 1SN and Christy Way, Southfields Industrial Estate, Basildon, Essex SS15 6TE.

 

The bank also holds a debenture incorporating a fixed and floating charge over all the current and future assets of the group.

Details of bank loans are as follow:

 

Loan at Christy Way

Monthly repayments of capital and interest. The loan carries 2.2% interest charged per annum over the Base Rate.

24
Finance lease obligations
Group
Company
2023
2022
2023
2022
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
14,907
16,853
-
0
-
0
In two to five years
21,118
37,419
-
0
-
0
36,025
54,272
-
-
LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
24
Finance lease obligations
(Continued)
- 33 -

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

Obligations under finance leases are secured on the assets concerned.

25
Deferred taxation

Deferred tax assets and liabilities are offset where the group or company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Liabilities
Liabilities
Assets
Assets
2023
2022
2023
2022
Group
£
£
£
£
ACAs
70,399
44,468
60,598
88,164
Tax losses
-
-
-
2,586
Others
-
-
135,168
36,097
70,399
44,468
195,766
126,847
The company has no deferred tax assets or liabilities.
Group
Company
2023
2023
Movements in the year:
£
£
Asset at 1 January 2023
(82,379)
-
Credit to profit or loss
(42,988)
-
Asset at 31 December 2023
(125,367)
-

The deferred tax asset set out above is expected to reverse within 12 months and relates to the utilisation of tax losses and reversal of timing differences against future expected profits of the same period. The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

26
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
796,600
750,864

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 34 -
27
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
'A' Ordinary shares of £1 each
3,845
3,845
3,845
3,845
'B' Ordinary shares of £1 each
3,845
3,845
3,845
3,845
'C' Ordinary shares of £1 each
3,845
3,845
3,845
3,845
11,535
11,535
11,535
11,535

All classes of shares rank pari passu in all respects.

28
Reserves
Profit and loss reserves

Profit and loss reserves represent amounts attributable to controlling interest.

29
Financial commitments, guarantees and contingent liabilities

The group has a multilateral guarantee between LFF Holdings Limited, London Fittings and Flanges Limited, Valvenco Limited, LFF Scotland Holdings Limited, LFF(Scotland) Limited, LFF Glamal Holdings Limited, LFF Glamal Limited and LFF Properties Limited supported by debentures.

 

The company's bankers have provided group facilities of £27,410,000 (2022: £39,410,000) in respect of foreign exchange commitments, letter of credits and guarantees of which £10,869,656 (2022: £25,698,919) have been utilised.

30
Operating lease commitments
Lessee

The operating leases represent rentals payable by the group to third parties. The leases are negotiated for an average term of 20 years and rentals are fixed for 5 years with an option to extend when the lease expired at the prevailing market rate.

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

 

Group
Company
2023
2022
2023
2022
£
£
£
£
Within one year
355,297
261,844
-
-
Between two and five years
592,293
1,085,617
-
-
In over five years
106
-
-
-
947,696
1,347,461
-
-
LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 35 -
31
Related party transactions

The group sold goods to the value of £728,382 (2022: £1,042,131) and purchased goods to the value of £80,567 (2022: £158,025) with subsidiaries of FIAL International Trading Spa, companies in which the close family of A Galperti, who has an interest in the ultimate parent company.

32
Directors' transactions
Description
% Rate
Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
Director's current account
2.25
-
87,250
(4,000)
83,250
-
87,250
(4,000)
83,250
33
Cash generated from group operations
2023
2022
£
£
Profit for the year after tax
7,676,288
5,494,743
Adjustments for:
Taxation charged
2,986,823
1,830,155
Finance costs
343,908
199,796
Investment income
(110,800)
(6,088)
Loss/(gain) on disposal of tangible fixed assets
25
(27,918)
Fair value (gain)/loss on foreign exchange contracts
-
0
110,000
Depreciation and impairment of tangible fixed assets
315,527
283,526
Movements in working capital:
Increase in stocks
(164,893)
(1,179,844)
Decrease/(increase) in debtors
15,981,506
(31,418,593)
(Decrease)/increase in creditors
(14,555,248)
34,763,201
Cash generated from operations
12,473,136
10,048,978
LFF HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 36 -
34
Cash absorbed by operations - company
2023
2022
£
£
Profit for the year after tax
3,377,369
155,789
Adjustments for:
Taxation credited
(999,777)
(560,300)
Investment income
(6,630,296)
(2,629,685)
Movements in working capital:
Increase in debtors
(42,332)
(132,424)
(Decrease)/increase in creditors
(78,447)
852,776
Cash absorbed by operations
(4,373,483)
(2,313,844)
35
Analysis of changes in net funds - group
1 January 2023
Cash flows
Exchange rate movements
31 December 2023
£
£
£
£
Cash at bank and in hand
15,322,326
4,734,025
(253,319)
19,803,032
Borrowings excluding overdrafts
(2,190,808)
245,794
-
(1,945,014)
Obligations under finance leases
(54,272)
18,247
-
(36,025)
13,077,246
4,998,066
(253,319)
17,821,993
36
Analysis of changes in net funds - company
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
561,243
731,778
1,293,021
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